Addison Cameron-Huff, Blockchain Lawyer

Thoughts and opinions of a Toronto-based cryptocurrency lawyer who's worked in the industry since 2014.

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New law practice: 100% focused on cryptocurrency and blockchain

I've started a new law practice that's 100% dedicated to serving the blockchain/crypto market. The launch was been covered on Friday by Bitcoin Magazine: The firm was officially opened on the 10th anniversary of the Bitcoin genesis block, January 3rd, 2019. I'm excited to be able to work full-time in this industry as cryptocurrency enters its second decade.

From 2013-2017 I ran a technology law practice that slowly transformed into a cryptocurrency-focused law practice. The law practice was very successful, serving around 150 clients, primarily located in Ontario. But it was a bit too busy. In the fall of 2018 I was faced with the choice of either expanding my practice (i.e. hiring associates or adding partners), joining a larger firm, or doing something more radical. Around this time one of my key clients, Ethereum co-founder Anthony Di Iorio, expressed an interest in having me change my role from outside counsel to inside counsel. In 2017 Anthony made me an offer to join Decentral Inc., his main corporation, as its Chief Legal Officer. Within two months I was promoted to President and took on a general management role.

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Blogging: Why the Gap?

My last blog post was in August, 2017. The reason why there hasn't been other posts since then is that I became the President of Decentral Inc.

At Decentral I led the development of a next generation cryptocurrency wallet ( and many other exciting projects. I built up the company to 35 employees, increased revenue by millions of dollars a year, released a major new platform, and helped nearly a million people around the world to interact with their cryptocurrency. I didn't have time for personal blogging.

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ICOs: Thoughts on CSA Staff Notice 46-307

Last week the CSA published a staff notice on ICOs (token crowd sales) and cryptocurrency funds. This week my thoughts on that staff notice were published in Bitcoin Magazine:

The actual staff notice, titled “CSA Staff Notice 46-307 Cryptocurrency Offerings” can be read here.

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VC vs. ICO

In an hour I'll be speaking on a panel at the Bitcoin & Ethereum Summit. The topic for the panel is ICO vs. VC. As a prelude to the talk, here's a table that compares venture capital (VC) investment with initial token offerings (ITO)/initial coin offerings (ICO) sales:

Rich investors who supply the VCs with capital A wide group of sophisticated members of the public
Costly and lengthy due diligence Very little or no diligence
Person making decision is accountable to other people Person making decision is putting their own money in
Companies pitch investors, usually with 1:1 meetings Companies put information online
Proprietary software and patents are key Open and public software is important
A business plan is essential Software development talent is essential
Investor decisions driven by: fear of losing money Decisions driven by: fear of missing out
Well-developed models and conventions Rapidly evolving models and approaches
Very illiquid investments, rarely results in public trading Liquidity is often fairly quick, (public) resale is common
Local investors, local companies Global everything
Sometimes government subsidized Never government subsidized
Financially and legally complicated Technically complicated
Financial projections are important Financial projects are rarely made
Terms favour investors Terms favour companies
Selling a company's future Selling a company's products

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US Model Law: Uniform Regulation of Virtual Currency Businesses Act

A model American state law for virtual currency businesses was approved last week by the National Conference of Commissioners of Uniform State Laws: “UNIFORM REGULATION OF VIRTUAL CURRENCY BUSINESSES ACT”.

I hope that this model law is not used as inspiration for regulatory efforts in Canada. This blog post explains why.

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SEC Publishes Report on The DAO - Guidance on ICOs

The US Securities and Exchange Commission has published a long report on the “The DAO” that contains an an analysis of the application of US securities laws to token sales/ICOs.

Surprisingly, they decided not to proceed with an enforcement action against anyone involved in The DAO. The full report can be read here:

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Toronto's Most Technical Blockchain Law Event

On March 20th Donald Johnston (Aird & Berlis) and I ran an event with OsgoodePD titled “Critical and Emerging Issues in Blockchain Law”. This is my recap of what was covered.

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I created in 2013 shortly after starting up my law practice. It's now one of the highest ranked sites for many fixed fee-related search terms on Google. As of June 3rd, there are 100 lawyers advertising 551 fixed rate legal services products.

This blog post contains some of the statistics for the site over the last couple years.

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Digital Security for the 2017 Lawyer

I ran a webinar this afternoon with the BC Courthouse Libraries titled “Digital Security for the 2017 Lawyer”. You can download the slides here.

The event was conceived and hosted by Katrina Leung, a BC corporate-commercial lawyer who works for the BC Courthouse Libraries. We had about 125 people tune in and they've kindly permitted me to distribute the slides. A webcast will also be made available next week on their Vimeo page.

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Bitcoin Magazine Article on Tokenization of Real World Assets

My article on “tokenization” of real world assets was published by Bitcoin Magazine on Friday.

From the introduction:

“Tokenization is the process of converting rights to an asset into a digital token on a blockchain. There is great interest by financial intermediaries and technologists around the world in figuring out how to move real-world assets onto blockchains to gain the advantages of Bitcoin while keeping the characteristics of the asset.”

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Key Canadian Laws for Blockchain Companies

Yesterday I spoke at the OsgoodePD mini-conference on “Critical and Emerging Issues in Blockchain Law”. One of the items I covered was a brief highlight of laws that are often relevant to blockchain companies. Here are the statutes:

1. Federal anti-money laundering law: Proceeds of Crime (Money Laundering) and Terrorist Financing Act. Note that there's also a Quebec law that might be relevant.

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What Can You Do With Bitcoin? Here's What I've Bought with Bitcoin

Bitcoin hit new record highs recently ($1600 CAD), in part based on speculation about Bitcoin ETFs. Although some people look at Bitcoin as in investment, other people use it as a payment method. What sorts of things can you buy with Bitcoin?

In recent months I've heard of people using Bitcoin for:

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Bank of Canada Working Paper Says "Digital Currencies Will Be Counterfeited" - Why They're Wrong

The Bank of Canada released a working paper this month that contains a bold claim: “Lesson 1: Digital currencies will be counterfeited.” The paper is on the lessons that private bank notes from many decades ago hold for digital currencies today. Much of the paper consists of an excellent history of bank notes. But the paper also contains claims about digital currencies, specifically, private, non-Central Bank affiliated digital currencies like Bitcoin. This blog post explains why the working paper's Lesson 1 claim about digital currency counterfeiting is not correct.

The working paper states that bank notes have always been counterfeited. They then go on to explain several problems with digital currencies that have nothing to do with counterfeiting (such as "fraud" and "cyber attacks") and conclude with:

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The Delaware Court of Chancery Also Likes Blockchain

The Delaware Court of Chancery (leading corporate law court in the US) ruled on Wednesday in a case that involved miscounting of shares as part of a buyout of Dole. In a footnote the court notes that blockchain technology would be a good solution to one of the key issues in the case:

“[D]espite laudable and largely successful efforts by the incumbent intermediaries to keep the system working, the problems have grown. ... Distributed ledger technology offers a potential technological solution by maintaining multiple, current copies of a single and comprehensive stock ownership ledger.” - Footnote #1, pgs. 8-9

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Blockchain-Based Companies: How Rwanda Could Out-Compete Delaware

20th African Securities Exchanges Association photo from Twitter

Delaware is the corporate capital of the United States. It has more corporations than residents. Many jurisdictions would like to follow in Delaware's footsteps and become a hub for incorporations (one benefit: ongoing registration fees). And in 2017 there's an opportunity to use technology to leapfrog Delaware and create a global corporate hub. This blog post lays out how Rwanda could create a Delaware-beating infrastructure based on blockchain technology (also called "Distributed Ledger Technology"). Added bonus: Rwanda create a new class of online corporation with publicly traded securities.

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Corporate Voting via Blockchain - Major Corporate Investments and Looking Forward

Last week I spoke about blockchain-based corporate voting (and other topics) at the “Blockchain Symposium” held by Gowlings WLG in Toronto. This blog post expands on that discussion and explains why I think corporate voting via blockchain will be reality within the next few years.

Corporate voting is just one aspect of the large constellation of service companies that handles ownership, registration, transfer, settlement, clearing, and other functions of the public securities markets. What's going on in the world of securities management/investor communications?

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Bay St. Banks Embrace Blockchain: Job Ads

Screenshot of TD's ad for blockchain manager position

TD is looking for a manager for their "Enterprise Shared Platform of Blockchain Center of Excellence". The position "reports to the VP, Blockchain CoE to support the business priorities of the Blockchain CoE." The ad was posted a month ago:

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Federal Reserve Paper on Blockchain Technology

The US Federal Reserve published a paper this week on the application of blockchain technology to the payments, clearing and settlement sectors of the US financial system.

The paper is an excellent overview of the current system and how blockchain might change things. Section 2.1 provides explanations of payment processing, securities post-trade processes and the roles of financial intermediaries. From the section on settlement:

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Starting a Blockchain Software Company: 65 Point Legal Checklist

Starting a blockchain software business? Below is a checklist of some of the legal & business issues common to this emerging industry.

1. Code

   ☐ Build off an existing platform like Ethereum or create a new blockchain platform?
      ☐ Generally don't need permission to build but banks are keen on "permissioned" blockchains and integration partners may require agreements
   ☐ Open source or closed source? Generally "blockchain" = open source but there are other models (e.g. R3).
      ☐ A combination of open source and closed source? Which parts?
   ☐ How will the blockchain be used? How will the software be used? Which open source license is most appropriate?
   ☐ Who will own contributions to the code? Will there be a "contributor license agreement"? Assignment?
   ☐ What about supporting assets like images, videos, etc.? Written agreements will help avoid conflicts later and ensure that a departing individual doesn't take their work with them.

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CFA Society FinTech Conference on June 17th, 2016

Note: This post was written by Victoria Barclay and Dennis Bardetsky of the CFA Society Toronto. I've republished it here (with their permission) because the publication this appeared in, The Analyst (September edition), is not available online. I've slightly reformatted the article to better fit this blog. I was one of the panelists who spoke at the conference. The original title was "FinTech Conference - Three market developments poised to disrupt your business".

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There are hundreds more blog posts to read, going back to 2013:
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