Addison Cameron-Huff, Blockchain Lawyer

I'm hosting a free weekly session for the next 30 days to answer and discuss legal questions. It'll be on Wednesdays from 10-12 EST on Google Meet (link below). Quite informal. The first one will be next Wednesday, November 18th.

The NBA has licensed their brand and content to Dapper Labs for a new type of collectible pack marketed as "Top Shot". Top Shot is like baseball cards, coming in digital foil packs, but with videos and a marketplace for trading. This is the evolution of a breakout hit CryptoKitties a couple years ago by the same developer. Now they've launched a produced in partnership with one of the biggest sports franchises.

Blockchain-based systems with public open data records are one of the best ways to create a permanent, publicly-verifiable record of data. I've previously written about learning from supply chain/luxury brand work in blockchains, and how that could be applied in the context of tree planting and carbon trading. But these systems could also be used to better track pollution. Specifically, this approach could be used to upgrade the Canadian NPRI system.

Luxury brands like Breitling and Louis Vuitton have embraced the use of blockchain technology for anti-counterfeiting purposes. These approaches are now mature enough that, in conjunction with IoT and stablecoins, they could provide significant benefits for environmental initiatives. This article explains how these disparate technologies could be turned into real action that can increase public faith in environment-driven projects like carbon trading.

Why Make A Search Engine?

There are many reasons to make a search engine but I have a specific need in mind: knowing about government changes. My law practice requires me to know about regulatory changes or legal developments in the area of virtual currency to within a day or two. Shouldn't every lawyer know about relevant changes as soon as they happen? The rest of this blog post explains my attempt to do this over the last year in my spare time on weekends, why this is an incredibly hard problem, and finally: some pointers for anyone who wants to try to do this. Below is a screenshot of the search engine I made.

Most media reports about the spending related to Coronavirus in Canada have focussed on the Government of Canada's enormous spending. But there's much quieter spending that's been taking place through the Bank of Canada, and some aspects of it, such as a large increase in the amount of money in Canada, the role of TD Bank, and large purchases of mortgages, have escaped notice. Bank of Canada assets and liabilities have increased by $430 billion in about six months. This deserves a lot more attention than the news has given it, and the specifics of some of the programs should give many Canadians pause as to whether their money is being wisely expended. Given the widespread suffering of people in Canada due to Coronavirus, there's an even greater duty for our government to be transparent about who has gained and lost through its spending, and how.

Money Supply: 3x, Balance Sheet: 5x

The Canadian cryptocurrency industry should be one of the strongest in the world, being the birthplace of Ethereum, close to the US market, a good bridge from China/HK, generous tax credits for R&D work, and many other advantages. But the industry has been plagued by a poor understanding of regulatory issues, unusual viewpoints put forward to government, and repeated work that ought to be shared. These problems could be addressed through the creation of a Canadian self-regulatory organization (SRO).

What would a crypto SRO do? Provide and enforce best practices, share knowledge, and boost the industry as a whole, to the benefit of its members and Canadians.

My work often involves foreign companies that have unclear ownership structures that my clients would like to know more about. Given the ongoing scandal involving the We Charity, what can be learned by applying the same approach? What companies make up the We Charity and its related corporations? First the answer, then the method.

The Likely We Entities: 13 Corporations in Canada and the US

A senior lawyer I know recently posted on LinkedIn that they think people who don't wear masks should be charged with assault or maybe even "attempted murder". This wasn't a satirical post. My city councillor in Toronto, and all of the other city councillors, recently voted unanimously to bring in a penalty of at least $750 for not wearing a mask in a store, hotel elevator, church, and many other places in Toronto. That's approximately equal to one month of welfare payments in Ontario. This is not right, and I'm taking a break from my usual content about technology law to help bring a different perspective to this issue that I think has gone unnoticed in the panic over a virus that has killed hundreds of thousands of people worldwide.

People are scared and people have died. There's no understating the severity of this, but I'm thankful that the worst predictions of the pandemic haven't come true.

The CFTC has released their final interpretative guidance on what counts as "actual delivery" for digital assets. The Commodity Future Trading Commission (CFTC) is the primary American regulator of derivatives. They are the lesser known counterpart to the US Securities Exchange Commission (SEC).

This is related to the Canadian Securities Adminitrator's guidance a few months ago about "immediate delivery" of digital assets within Canadian securities laws (and footnote 114 refers to it directly). I expect that the CFTC's view will be influential on Canadian regulators.

Today was the launch of Canada Stablecorp's "QCAD" product, a Canadian Dollar stablecoin available on the Ethereum network. The launch was covered by Coindesk and the press release is live here. There's also a short FAQ at stablecorp.ca/faqs.

A few of the launch partners put out their own news/press releases, such as Bitvo and Netcoins. The news was also carried by Yahoo Finance and other outlets today.

I've been blogging about legal issues for Canada's cryptocurrency/blockchain industry since 2013. In that time, there's been a transition from a focus on payments/commercial issues to areas that are more commonly seen by large enterprises like securities law, sanctions, and Excise Tax Act issues. Below are a few sareas that most frequently come up today with crypto companies, along with the sorts of questions that people have about them.

Key Areas of Canadian Law

The Canadian Securities Administrators (the joint body of Canada's provincial securities regulators) issued guidance on January 16th, 2020 that explains their thinking: the way that nearly all cryptocurrency exchanges operate around the world is in contravention of Canadian securities laws. The interpretation necessary to get there is inconsistent with other jurisdictions and poses risks to the Canadian digital economy outside of the cryptocurrency sphere.

This blog post explains what the latest guidance is, why industry players are concerned, and why it's problematic for the future. This is a very long blog post because of the complexity of this issue. Here's a brief table of contents:

In the late 1990s the Mohawaks of Kahnawake, near Montreal, opened Canada's first data centre located on First Nations territory and enacted their own regulation for online gambling. Their online gambling regime is administered by the Kahnawake Gambling Commission and it has issued dozens of gambling licenses that are used by hundreds of online gambling websites. Although gambling has likely not been a huge moneymaker for the Kahnawake territory, it has paved a path over the last twenty years that is a useful case study for innovative territorial leaders. What might be the next digital business opportunity for First Nations?

Learning From the Online Gambling Example

This article is a round-up of recent developments in Canadian blockchain law:

• A novel Bitcoin investment fund ("The Bitcoin Fund") put forward by 3iQ Corp. was approved by the OSC
• Upcoming changes to the Excise Tax Act to clarify virtual currency sales tax treatment
• Changes to take effect next summer regarding virtual currency dealers (PCMLTFA)
• Ontario Securities Commission makes clear that "I didn't know it was wrong" won't be accepted going forward
• OSC Launchpad approves the "FreedomX" secondary market trading platform by the TokenFunder team
• BC regulation prohibits sellers of "pill presses" from accepting virtual currency

Each of the above developments are explained below with links to the decisions/laws.

Over the last three years there's been a noticeable increaese in the number of Federal for-profit incorporations (CBCA). The graph above shows the increase in incorporations since January of 2016. This data is based on an analysis of over 150,000 Federal incorporations, indexed using the "Monthly Transactions" published by Corporations Canada (e.g. August 2019). The reports were aggregated, parsed, and then merged to create the above chart.

Retail law needs to be disrupted. We need new approaches to law, not just more of the same with a new label, or a tweak at the margins. What might this look like? One future product: instant, on-demand legal advice at 1/3 the price delivered through an app.

SAFTs (explained below) are a type of legal agreement for the sale of digital “tokens” that originated in the USA in 2017. The fallout from the use of SAFTs is now starting to be seen in regulatory actions. This post explains the under-appreciated opportunity for civil actions by affected investors.

Many people bought into token projects in 2017-2018 using SAFTs and have suffered large losses. In some cases the investors may be able to recover their money through civil actions against the offerors, either in parallel or following up on, government efforts. This is a path to recovery that's received much less notice within cryptocurrency efforts than the high-profile cases brought by securities regulators, such as the ongoing Kin litigation (which involves a SAFT too).

We need a new system of law publishing in Canada: Digital Law. Digital Law is a change in the way laws are made available to the public, not a change in the structure of our legal system or the entities that create the law.

This article isn't about blockchain law (my day-to-day work and usual subject of this blog). It's about a much bigger issue.