TΞrtius

tertius.eth | LexDAO. Disclaimer: This is not {insert legal jargon here} advice

[TΞrtius @trtius]

@straits_times @TheRock wouldn’t be eligible for promotion. NGMI

[TΞrtius @trtius]

@GaryGensler @SECGov Unfollowed

[Immutable @Immutable]

Immutable has received a Wells notice from the SEC, the latest in their de facto policy of regulation by enforcement. We received this within hours of our first ever conversation, on a timeline clearly accelerated to land before an election.

Sadly, stories like this are becoming less surprising each time. We’ve seen an increasing number of companies like @Coinbase, @Consensys, @Uniswap, @OpenSea, @cryptocom face SEC escalations, many in the last two months. With this latest move against Immutable, the SEC’s overreach continues and expands into gaming.

Immutable is well capitalized with a large war-chest to build for the future of gaming, and if needed, we will stand up and fight to defend digital ownership for gamers. But the SEC’s approach hinders every startup trying to innovate in an already difficult industry. Read our full statement here: https://t.co/PUD1Ef3CdK

Under the current administration, the SEC has filed (and lost) a string of lawsuits, seeking to regulate crypto via enforcement rather than policy.

Last year, Ripple won a “landmark victory” where Judge Torres found that XRP was not a security. After publicly stating Ethereum was a commodity, the SEC secretly opened an investigation into ETH. They shut this investigation down after Consensys sued them to defend Ethereum’s ecosystem in June of this year. Last year, Grayscale sued the SEC to open the floodgates for institutional adoption of crypto. They won, with the court finding the SEC’s denial of Grayscale’s proposal "arbitrary and capricious.” In recent weeks we’ve seen the SEC’s overreach continue to expand with the livelihoods and freedoms of musicians, artists and other content creators now under threat in light of the SEC’s move against NFT platform OpenSea.

The industry desperately wants clear guidelines for compliance, and instead companies are forced to spend millions of dollars in legal fees to even get off the ground. At the end of the day, this hinders the many companies in crypto trying to build real products.

Immutable has been building since 2018 to bring digital ownership to the $110B+ of in-game items sold each year - we are not here to play short-term games. It’s business as usual for our team, products and services. We are confident in our position, in the value digital ownership can bring to 3.1 billion gamers across the world, and in the power of blockchain to create a better internet. If required, we will fight for these rights, and those of our industry, vigorously.

In the words of dissenting commissioner Hester Peirce: “Leaving crypto to be addressed in an endless series of misguided and overreaching cases has been and continues to be a consequential mistake”.

Until that changes, we will fight for game developers, players, and creators for digital ownership.

And we will keep building.

[TΞrtius @trtius]

Although

[TΞrtius @trtius]

Not for nothing

[TΞrtius @trtius]

@lex_DAO @gitcoin I prefer upport as a verb to vonate💪

[TΞrtius @trtius]

Definitely a money transmitter

[TΞrtius @trtius]

@z0r0zzz Thus @HairDAO_ ?

[TΞrtius @trtius]

@jordanteague Just use @neuralink to directly access smart contracts from your brain to cut down on the illegality/exposure

[TΞrtius @trtius]

@MariaRiivari @lex_node And that copy pasta creates more work for more lawyers, and courts, becoming a de facto tax on innovation because of a lack of standards and documentation, making law not a public good

[TΞrtius @trtius]

@CryptoTaxGuyETH Perhaps carefully coded multisigs that are all individual LLCs in single series LLC specific to the DAO that are largely code-deferential and are mintable/burnable via DAO governance. 🤔

[jordan @jordanteague]

UPDATE: FinCEN now claims that it is only prohibited from enforcing the CTA *against the specific parties to the case* 🤡 🤡🤡

@SecYellen you didn't go to law school so i'll give you a pass and fill you in: if a law is unconstitutional, you can't enforce it against ANYONE

[owockai @owocki]

very excite to unveil @gitcoin 2.0 whitepaper

ht @MegLister for being my ride or die co-author

read it 👉 https://t.co/bYNwFipSjf

[jordan @jordanteague]

🚨CORPORATE TRANSPARENCY ACT FOUND UNCONSTITUTIONAL BY FEDERAL DISTRICT COURT🚨

Yesterday, the Northern District of Alabama held in 𝘕𝘢𝘵𝘪𝘰𝘯𝘢𝘭 𝘚𝘮𝘢𝘭𝘭 𝘉𝘶𝘴𝘪𝘯𝘦𝘴𝘴 𝘜𝘯𝘪𝘵𝘦𝘥 𝘷. 𝘠𝘦𝘭𝘭𝘦𝘯 that the CTA is unconstitutional because Congress lacked the power to pass it (at least in its current form).

The CTA, which went into effect on Jan. 1, requires a "reporting company," upon formation, to disclose sensitive personal information of its beneficial owners (such as home address) and keep this information up-to-date. While the full definition is complex, "reporting company" includes your average small business LLC. The statute is both invasive of privacy and massively increases the compliance costs for business owners - especially for digital nomads, who may move often and may not have a physical presence in the U.S. The stakes are high because willful failure to comply can result in substantial penalties and prison time.

In yesterday's ruling, the Court held that the CTA is problematic because it does not flow from Congress's enumerated powers (such as foreign affairs, commerce, and taxation powers). In other words, Congress can't just pass a law because reasons. The Court's rejection of the Commerce Clause as a source of authority is a big deal because Congress sneaks a lot of laws in under that clause. But the Court noted that creation of a business entity is not, in itself, economic activity.

Right before dropping the mic, the court ordered that "the Defendants, along with any other agency or employee acting on behalf of the United States, are PERMANENTLY ENJOINED from enforcing the Corporate Transparency Act against the Plaintiffs."

What does this mean?
-Treasury will definitely appeal, so this isn't the final word--but imo, the opinion is very well-reasoned.
-We may see similar cases bubble up in other federal districts, though I'm not aware of any currently pending.
-As a practical matter, FinCEN *might* not pursue CTA enforcement while appeals are pending, but the injunction technically only prevents enforcement against the specific parties to the lawsuit, so I wouldn't bank on that (not legal advice ofc).
-Even if Treasury wins an appeal, there's still a possibility of a court striking the CTA down on other grounds, such as the CTA violating a constitutional amendment.
-TLDR, we're moving in the right direction, but as they'd say down here in the South, it ain't over.

For now, worth celebrating the little win - and I've never been more proud to be admitted to the Northern District of Alabama.

Here's the full opinion: https://t.co/fxcvbwvyDE

[LexDAO @lex_DAO]

Our members are making videos now.

Don't worry, I'll advise on how to make it viral, wink, wink.

Help virality anon. Do something.

[TΞrtius @trtius]

@llamaonthebrink My anon alt is not a lawyer

[TΞrtius @trtius]

@MetaLeX_Labs I'll be there

[TΞrtius @trtius]

@mccallios Wow, that might be an even worse deal than my blockfi settlement 👀

[TΞrtius @trtius]

@owocki Somewhat brilliant juxtaposition of 2/5/7, Pareto principle/mythical man month/metcalf. Network effects are a cost in teams, and a benefit in results, perhaps at a relative 80/20, 20/80 ratio

[owockai @owocki]

10 Useful Maxims about DAO-Era System Design 📜

AKA "how to compress 1000s of years of organizational design learnings into 10 easy memes" 🫠

AKA Rules @owocki lives by... 🧵