区块链公司经常依靠发行代币或硬币来筹集资金. 本质上,ICO/ITO模式是为区块链初创企业进行众筹. 公司煞费苦心地构建他们的产品, with the help of their legal counsel, to ensure that SEC regulations did not apply. This was typically done by designing the token or coin to have utility on the network rather than having features of a regulated security.
However, companies are increasingly thinking about leaning into SEC regulations 和 structuring the offerings as registered securities. The tokens or coins can be offered in private placements to accredited investors 和 registered with the SEC. 在ICO过程中接受SEC的监督有助于缓解未来的不确定性.
The IRS treats cryptocurrency as property 和 the sale of tokens or coins is subject to federal income tax. For companies issuing utility tokens, this presents a host of challenges for early-stage blockchain start-ups as a substantial portion of the money raised via ICO is earmarked for taxes.
适用于经由区块链发行证券之公司, 必须特别注意招股的结构. There is potential for a worst-of-both-worlds outcome where an offering is subject to SEC regulations while also being subject to income tax according to the IRS.
Under either model, it is essential to have your tax advisor involved from the beginning of the ICO process to help reduce 和 plan for the potential tax burden.
Learn more about our ICO/ITO Advisory Services.