Tokens as dematerialized Securities & Token Offerings and decentralized Trading Venues

A securities civil law and securities regulatory law analysis from the perspective of Liechtenstein with special consideration of relevant Union acts.

Part of the series Banking and Financial Market Law Liechtenstein

• 1st edition 12/2019
• 2nd slightly revised edition 05/2020, which already requires further revision due to the fast pace at which the legal landscape regarding the subject matter is changing.

Available, among others, at (ISBN: 978-3-7504-2737-2 – original German):

• Books on Demand
• Amazon

In addition, this work was translated from German into different languages (including English) with the help of artificial intelligence (machine translation), which are made freely available below as PDF files. It is noted that only the original German version is authentic and translation errors cannot be excluded:

• ISBN of the Englisch (machine) translation: 978-3-7519-3796-2
• ISBN of the Spanish (machine) translation: 978-3-7519-4425-0
• ISBN of the French (machine) translation: 978-3-7519-4426-7
• ISBN of the Italian (machine) translation: 978-3-7519-2023-0
• ISBN of the Dutch (machine) translation: 978-3-7519-3022-2
• ISBN of the Polish (machine) translation: 978-3-7519-3584-5
• ISBN of the Portuguese (machine) translation: 978-3-7347-4882-0
• ISBN of the Russian (machine) translation: 978-3-7519-3796-8
• ISBN of the Japanese (machine) translation: 978-3-7519-6921-5
• ISBN of the Chinese (machine) translation (simplified): 978-3-7519-6925-3

This compendium deals with both civil (securities) law and regulatory (securities) law aspects. Thus, a summary of the property law is also provided, which deals with the classification of tokens under Liechtenstein law. Furthermore, dematerialized securities, which have been known to the Liechtenstein legal system for almost 100 years, will be discussed.

The civil and corporate law focus is on Liechtenstein, while the Swiss corporate law and the general civil law of Austrian law are also taken into account. The supervisory part of the work is clearly in the focus of Union law, but also takes into account national specialties of Liechtenstein, Austria and Germany in addition to European legal acts.

Thus, tokens and token-based business models are also examined in the light of European legal acts such as MiFIR, MiFID II, CRR, CRD IV, CSDR, EMIR, AIFMD, UCITSD, E-Money Directive II, PSD II, MAD/MAR, Prospectus Regulation, 5th AML Directive and other regulations, directives, as well as implementing regulations and delegated regulations. A special focus is placed on crypto exchanges and decentralized trading places (DEX). In addition, a focus will be placed on consumer law in terms of tokens and distance selling contracts, taking into account the Consumer Rights Directives. In this context, tokens as data or software and thus as digital content and consequently merchandise are also dealt with in more detail and the parallels to tokens as tokens with intrinsic value or virtual currencies in contrast to fiat money are shown.

Furthermore, the author aims at explaining deposit business, e-money transactions and financial instruments as communicating vessels in contrast to virtual currencies. Although this is primarily a legal work, technical aspects of Distributed Ledger Technologies, such as the blockchain, smart contracts, agoric computing, self-sovereign identity, etc. – as far as this is necessary for the legal assessment – are also explained in more detail.

The present analysis is to be understood as scientific work with practical relevance for advice in connection with blockchain based business models.