Karsten Wenzlaff, Advisor
August 26th, 2025
Crowdfund Insider | Lee Schneider | Mar 15, 2021
Once the Coinbase registration statement becomes effective and Coinbase shares trade publicly, a sea change will have occurred in the US without most people recognizing it. Part of that unacknowledged difference will be the broader awareness of blockchain and cryptoasset trading it brings. It is both novel and important to have a public company dedicated to the emerging technology and the markets it creates. It is cool that Coinbase founders, employees, and early investors will get rewarded for seeing the future before the rest of the world. No doubt the event augers well for other blockchain and cryptoasset companies going public. Oh, and Coinbase is doing it by direct listing, rather than an old-fashioned underwritten offering or new-fangled SPAC.
Yet the significance of the Coinbase registration statement goes far beyond these important markers.
First, it provides something for everyone: it sets the definitions most people will use when they talk about blockchain and cryptoassets.
Second, it provides something specific to Coinbase: a measure of insulation from a regulatory challenge; not forever, not completely, but in a way that should not be underestimated.
Definitions are important: Scrolling through the registration statement, the first thing you hit after the SEC form stuff and Coinbase’s short and sweet mission statement is “Glossary to the Cryptoeconomy”. It defines 32 words or phrases that are critical to understanding blockchains, cryptoassets, and Coinbase’s business. So critical are these terms that they appear even before Brian Armstrong’s letter introducing the company and its vision, before the summary financials and before the summary risk factors.
These definitions are bound to become the go-to reference for people talking about blockchain and trying to understand what it is all about.
US regulators and policymakers will have their glossary of terms for legislation and rulemaking as well as speeches and informal conversation.
Scrolling through the registration statement, the first thing you hit after the SEC form stuff and Coinbase’s short and sweet mission statement is “Glossary to the Cryptoeconomy”. It defines 32 words or phrases that are critical to understanding blockchains, cryptoassets
We blockchain denizens spend lots of time trying to explain concepts to anyone who will listen. Many of the terms have real legal and regulatory consequences; their usage is not limited to the domain of programmers or HODLers (yes, HODL is one of the 32). As the law and rules grapple with cryptoassets (defined) and blockchain (defined), as financial authorities and other regulators write new rules and interpretations about forks (defined but no distinction between “hard fork” and “soft fork”), wallet (defined, as is “hot wallet” and “cold storage”), stablecoins (defined; no coincidence that the Glossary only mentions USDC, created by Coinbase) and DeFi (defined), the Coinbase Glossary will be the starting point.
This also means that the descriptions throughout the prospectus (especially but not exclusively in the Risk Factors section on “Risks Related to Crypto Assets”) will become the guidepost for concepts and ideas about blockchain, cryptoassets, and their trading, and the world that is growing up around both.
Note that “cryptoeconomy” and “ecosystem partners” are in the Glossary but “metaverse” is not. Spellcheck is even learning new terms as I write this article!
The Risk Factors discuss the “high degree of uncertainty” about definitions of “security” in many jurisdictions.
Going through the process is important: Which brings us to the Coinbase-specific benefit of some insulation against enforcement action. Make no mistake: this is not a “get out of jail free” card. Nevertheless, the process at the SEC before this registration statement is declared effective will be rigorous.
It will scrutinize all aspects of Coinbase’s business and the descriptions in the document, including the Risk Factors. The SEC will have a chance to ask any questions they want, learn as much about Coinbase’s business and regulatory footprint as they want. The easy problems, if any, will be found and that will make it harder for the SEC to claim that Coinbase does not have proper licenses for its business, harder to let years go by before raising concerns over regulatory issues, and harder to criticize current activities once the registration statement is effective.
Coinbase has an extensive discussion in the Risk Factors about the level of regulation that impacts its business and operations. The description offers no illusions that the path is easy, in part due to policymakers remaining uncertain and in part, because they will face regulation from many jurisdictions, not just from single country. It also includes an acknowledgement that they are subject to competition from unregulated players. Although couched in the standard, somewhat sterile registration statement language, these Risk Factors make it clear that regulatory risk is no joke, both in the sense that regulators may impose huge burdens but also with the view that there will be some sleepless nights for an organization with responsibility to public shareholders.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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BNN Bloomberg | Katie Roof | Mar 20, 2021

The U.S. Securities and Exchange Commission has been reviewing the company’s plans for a direct listing, an alternative to a traditional initial public offering.
A representative for Coinbase declined to comment.
This week, Coinbase’s backers registered for as many as 114.9 million shares to trade when the stock lists. In a direct listing, investors can begin selling their holdings as soon as a company starts trading rather than waiting for the expiration of a lockup period -- typically up to six months in an IPO.
Investment firms including Andreessen Horowitz and Union Square Ventures are among those whose shares could trade, according to a regulatory filing Wednesday. Chief Executive Officer Brian Armstrong and Coinbase co-founder Fred Ehrsam have also registered stock.
Coinbase shares have changed hands at $200 to $375.01 in private transactions this year, the filing shows. The volume-weighted average price per share for transactions from January through March 15 was $343.58, which would give Coinbase a public market valuation of about $67.6 billion, based on the total number of shares outstanding as of Monday. The fully diluted value -- including employee incentive plans and restricted stock units -- would be significantly higher.
The debut will be the first major direct listing to take place on the Nasdaq. All such previous listings were on the New York Stock Exchange, including those by Spotify Technology SA, Slack Technologies Inc., Asana Inc., Palantir Technologies Inc. and Roblox Corp., which listed this month.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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Coin Companion | Victor Huang | March 15, 2021

Cryptocurrencies have been on a rising uptrend lately. All around, we’re seeing more mainstream talk and adoption of this new blockchain technology and industry.
Regulations are becoming a little stricter as they find their ways around how to apply existing fintech laws onto such bizarre cryptocurrencies as they sit in the middle of a commodity and a security.
The fintech world and the traditional banking systems are like the days where books and information were expensive and slow to move. Then came along the internet and transformed how to interact with information.
So with the advantages of blockchain technology, Bitcoin and other cryptocurrencies are revolutionizing how fast and how inexpensive we can move money around. Bitcoin settles transactions within a few hours whereas banks may take days.
Blockchain also doesn’t charge fees on a percent basis but charges a flat fee for transactions. Business will not have to suffer enormous costs simply because they have a high volume rate or they move huge sums of money around.
If you want to buy bitcoin in Canada, you also would not need to wait for banks to be open, or pay large fees to send to someone in another country. Coin Companion has reviewed some of the best exchanges to buy bitcoin in Canada.
Cryptocurrencies are transforming the way we think about trust. What does it mean to trust a 3rd party company? How do we know we can trust them? Why do we trust them?
The rise of these dApps have proved to become extremely popular with the likes of Uniswap, Aave, Compound Finance to name a few. Uniswap is a decentralized exchange where anyone can exchange tokens with anyone. The volume for Uniswap is sometimes larger than some of the biggest exchanges like Coinbase. Early this year, Uniswap hit $100 billion in trading volume - this shows the demand for these decentralized services.
Due to the decentralized nature of cryptocurrencies, the US financial regulation bodies, such as the SEC has declared Bitcoin and Ethereum as a commodity. This means that no one entity owns these virtual currencies and so it won’t be subject to any security laws.
On the other hand, Ripple’s cryptocurrency XRP has been sued by the SEC for securities fraud. Now this raises many questions of the nature of crypto and what a security even is.
For those that don’t know, the definition of a security is based on a 1933 Howey Test. The three main components of the test asks if the object is:
Now on the surface it may look like cryptocurrencies apply to all three of these, but on a deeper look, crypto’s can be a little hard to identify whether or not it’s a security.
Unlike stocks and shares, the success of a particular company or project does not necessarily mean an increase of value on their cryptocurrency. A good example to look at is the Brave browser.
Arguably, the Brave browser is the most popular and successful cryptocurrency product used in the real world, but their native token BAT, has not seen a price increase to match the popularity of the product.
Crypto exchanges are facing emerging regulatory requirements globally. Businesses and consumers looking to buy and sell crypto need to do their research and compare features and costs between the best exchanges. If looking to Find Crypto Exchange Australia, then this site can assist.
Then there is also the decentralization and money factor of crypto. At what point does it become a commodity like gold and silver? That’s a line which has not been fully understood by the SEC yet.
The landscape for fintech is rapidly shifting and cryptocurrencies are changing in an entirely new way.
We would highly recommend paying crucial attention to this tech in the upcoming years as more companies and businesses adopt it.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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Bull Blockchain Law LLP via Mondaq| Andrew Bull and Tyler Harttraft | Feb 22, 2021

In the United States, federal and state regulations and laws govern virtual currencies. While the US Congress has proposed federal legislation over the last two years, Congress has yet to pass any form of legislation directly addressing virtual currencies. Instead, governmental agencies – such as the Securities and Exchange Commission (SEC), the Commodity Futures Trading Commission (CFTC), the Office of the Comptroller of the Currency and the Financial Crimes Enforcement Network (FinCEN) – provide guidance through reports and administrative decisions.
Additionally, US federal courts continually create precedent by applying traditional authoritative statutes through judicial determinations regarding virtual currencies. Overall, a significant portion of the regulatory provisions governing virtual currencies in the United States are from:
Companies that issue digital securities must either register with the SEC or find an exemption to the Securities Act of 1933. This typically involves filings with the SEC.
Companies conducting virtual currency transmission are considered a ‘money service business' under the Bank Secrecy Act, and therefore must register as a money service business with FinCEN. Depending on the specific business that the entity conducts, it may also need a money transmitter licence in the state in which it conducts business. For example, Coinbase, one of the largest cryptocurrency exchanges in the world, has money transmitter licences in every state.
Any company dealing in virtual currency futures in the United States must typically register with the CFTC as a futures commission merchant. This is governed by the Commodity Futures Act.
The SEC, the CFTC, FinCEN and the Internal Revenue Service are all federal agencies that possess the administrative power to enforce regulations against entities operating under their respective authority. This authority stems from the federal acts that grant each agency the authority to regulate. In other words, if a company violates a regulation that falls under the authority of one of the governmental agencies, that agency can bring federal administrative proceedings against the entity.
Federal and state courts deal with judicial issues arising in the industry. Courts have the ability to made judicial rulings and set precedent, depending on the court.
The US Congress has yet to provide any legislation in the virtual currency industry.
State legislatures have passed legislation that addresses different aspects of the virtual currency industry.
The approach is mixed, for lack of a better term. It wholly depends on the governmental agency. For example, the SEC – considered the most active agency regarding virtual currencies – takes an ad hoc approach to issuing fines and punishing companies that violate the Securities Act. In contrast, the CFTC, which possesses similar powers to the SEC in the futures trading context, have not issued nearly as many administrative rulings.
Overall, the United States is considered a strict jurisdiction for conducting virtual currency business, due to the significant amount of regulations and various governmental agencies that each company must consider.
Yes. The most recent – and certainly the highest-profile – case to date involves enforcement actions against San-Francisco-based Ripple Labs Inc, the company behind XRP. In December 2020 the SEC filed a complaint alleging that Ripple – along with Brad Garlinghouse and Chris Larsen, both Ripple executives – had raised $1.3 billion in capital for Ripple by selling over 14.6 billion XRP tokens through an unregistered security offering. This case is ongoing.
In 2019 the SEC determined that Block.one had violated the registration provisions of the federal securities laws and required the company to pay a $24 million civil monetary penalty. Block.one consented to the order without admitting or denying its findings.
Overall, the SEC has charged around $175 million in total fines to date, while the CFTC has levied about $23 million in fines and other charges.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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York University | Feb 16, 2021
A proposal submitted to the Bank of Canada by a team of academic researchers from Osgoode Hall Law School and the University of Toronto (U of T) on what a central bank digital currency framework could look like in Canada has been selected as one of three proposals to be developed by the bank into a full report.
The bank is undertaking research to potentially launch a digital currency alongside the country’s banknotes, and invited universities to play a role in this innovation by entering the Model X Design Challenge.
The challenge was meant to encourage the development of “foundational ideas” for a central bank digital currency business model and system architecture (known as “Model X”), according to the bank. While no decision has been taken to issue a central bank digital currency, the Bank of Canada notes “it is working to design and develop one, along with a business model, as a contingency.”
A central bank digital currency is a digital unit of payment, comparable to digital coins such as Bitcoin, but that is issued and backed by a central bank as opposed to a private network. It has similar characteristics to cash, but instead of keeping it in a physical wallet you keep it in an online wallet that you can access using your cell phone or another electronic device. Its digital features make it a good alternative to traditional payment methods, such as credit or debit card payments.
In addition to the U of T/YorkU submission from Osgoode Professor Poonam Puri and University of Toronto Professors Andreas Veneris and Fan Long (Department of Electrical and Computer Engineering, and Department of Computer Science) and Andreas Park (U of T Mississauga’s Department of Management and the Rotman School of Management); the Bank also selected submissions from teams at McGill University and the University of Calgary.
Each team was awarded a project fee to put toward the research competition, and the work of the team had to be a business school and computer science department collaboration.
The U of T/YorkU contingent worked on their overall model and recommendations as a team, but the technical components of their analysis were led by Veneris, Long and Park, with Puri focusing primarily on the legal, governance and policy implications of their design recommendation.
“We are recommending the implementation of a brand new currency/payment system, which obviously raises a number of novel legal issues and policy choices," said Puri, who is an expert in corporate governance, corporate law and securities law.
2. Second, consideration of the ideal regulatory framework to regulate participants in the new digital payments network.
3. Third, how payment intermediaries would fit within anti-money laundering and counter terrorist financing (AML/CFT) laws.
“Canada has made a conscious effort in recent years to update its AML/CFT regulations and we wanted to make sure that our recommendation fits within the AML/CFT regulatory landscape to ensure that any central bank digital currency can’t be used as a vehicle for illegal activities.”
4. The fourth consideration was privacy.
“We prioritized privacy in order to ensure that any central bank digital currency closely resembles the privacy benefits that currently accompany traditional cash payments,” Puri said.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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Versabank Release | Feb 24, 2021

LONDON, ON, Feb. 24, 2021 /PRNewswire/ - VersaBank (TSX: VB) ("VersaBank" or the "Bank"), a North American leader in business-to-business digital banking and technology solutions for cybersecurity, today announced it plans to launch a strong encryption based digital currency (cryptocurrency) represented one-to-one by a Canadian dollar bank deposit with the Bank, to be known as VCAD. VCAD is expected to be the first digital currency to represent a fiat currency, as well as the first in the world digital currency issued by and backed by deposits with a North American bank. As such, VCAD will offer the highest level of stability and security amongst all digital currencies in the market today.
VersaBank has entered into a strategic partnership with Stablecorp, a joint venture between Canada's leading crypto asset manager, 3iQ, and Mavennet, a Canadian leader in blockchain development, to commercially launch VCAD. VCAD is based on VersaBank's proprietary banking software and the digital currency issuance processes for VCAD will be securely managed via VersaVault®, VersaBank subsidiary, DRT Cyber Inc.'s ("DRT Cyber"), world leading digital bank vault designed to secure digital assets. The Bank is targeting public availability of VCAD in the coming months.
Consistent with VersaBank's highly efficient, business-to-business model, VCAD will be issued by VersaBank to financial intermediary partners in exchange for Canadian dollar deposits with the Bank utilizing "smart contracts", a more highly encrypted iteration of the Bank's existing digital deposit contracts. VersaBank's partners will then offer VCAD directly to individuals and businesses, who can use them for commerce and redeem them for Canadian dollars at any time. VCAD creates a significant new low-cost deposit source for VersaBank as it experiences record loan growth.
"As North America's first bank-issued "stablecoin", VCAD offers consumers and businesses the ability to adopt and leverage the benefits of digital currency and blockchain-based assets without the volatility of traditional currencies, alongside the security of a value-backed asset that the cryptocurrency world has long demanded," said David Taylor, President of both VersaBank.
Its cyber security subsidiary, DRT Cyber. "Consumers and businesses purchasing products and services with VCAD will finally know the precise value of their digital currency when executing these transactions."
Mr. Taylor added, "VersaBank was the very first digital bank nearly 30 years ago and has continuously been a pioneer in digital banking in the decades since. Digital currencies are the natural evolution of the world's payment systems, and the launch of VCAD is a natural extension of our digital banking operations as we once again leverage our in-house technology to lead the banking industry. We are proud to work with our partner, Stablecorp, on this industry first."
"We are thrilled to partner with VersaBank, a Schedule I Canadian bank, to offer a digital currency that addresses the two major shortcomings of the traditional cryptocurrency market – volatility and security," said Jean Desgagne, CEO, Stablecorp. "VCAD provides consumers with not only the security afforded by an underlying deposit with a Canadian chartered bank but also the comfort of knowing that each VCAD issued or redeemed will always have one-to-one value with the Canadian dollar. With such clear benefits, we are highly confident in the demand for VCAD as digital currencies increasingly become part of mainstream financial transactions."
In addition to VCAD, under their partnership, VersaBank and Stablecorp plan to work together towards the development and launch of "VUS" and "VEuro", deposit-based, US dollar and Euro versions of the VersaBank digital currency.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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Fintech Magazine | William Girling | Feb 18, 2021

Held together by Central Bank of The Bahamas, the collaboration will enable people to use an official digital currency called ‘The Bahamas Sand Dollar’ for purchases via a prepaid card.
Transactions carried out with the card are automatically converted from digital to fiat currency and will be legal tender for goods and services on the islands (of which there are 700), as well as around the world.
It is hoped that the Sand Dollar will create a more financially inclusive economy, promote more diverse purchasing methods, and facilitate government disbursements. The same value and protections will apply as the Bahamas’ traditional currency.
The Sand Dollar was originally trialled in 2019 and went on to become the first digital incarnation of a national currency in circulation late last year.
Mastercard’s virtual testing environment allowed developers to chart the issuance, distribution and exchange of the Sand Dollar in a simulated environment prior to its real rollout.
Island Pay’s role was to combine Mastercard’s technology and operational breadth with its own platform, which has been revolutionising payment solutions in the Caribbean through lower costs and higher quality service since it was founded in 2018.
“By working closely with the Central Bank of The Bahamas and Mastercard, we are able to issue a prepaid card unlike any other in the world. We are now able to bring immediate, critical benefits to our customers at a time when they are looking to find new, innovative ways to pay,” said Richard Douglas, Co-Founder.
“The Bahamas is leading innovation in CBDCs (central bank digital currencies), and we’re thrilled to be able to play an important role in helping to democratise access to currency, especially in areas that are currently underserved.”
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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