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Understanding Initial Token Offerings (ITOs):

Posted by Jayson R. Elliott | Jan 18, 2021

A New Era of Blockchain Fundraising and the Importance of Jurisdiction

In the rapidly evolving world of blockchain and cryptocurrency, Initial Token Offerings (ITOs) have emerged as a popular method for blockchain projects to raise funds. Although the term may sound quite similar to the well-known Initial Coin Offering (ICO), there are substantial differences between the two, particularly regarding the nature of the offering and the rights they confer to the holders.

Before we delve into these differences, let's start with a basic understanding of what an Initial Token Offering (ITO) is.

What is an Initial Token Offering (ITO)?

An Initial Token Offering (ITO) is a type of funding event in which a blockchain project sells its native tokens to investors. Unlike shares in traditional finance, these tokens do not typically confer ownership rights. Instead, they serve various functions within the blockchain ecosystem they belong to. The exact nature of the token depends on the type of blockchain project. For instance, tokens can serve as a medium of exchange, provide access to a service, or represent an underlying asset.

ITO vs ICO: Understanding the Difference

While ITOs and ICOs might sound similar, the key difference lies in the intrinsic value and utility of the tokens. In an ICO, companies sell tokens, often called “coins,” that usually don't have a utility apart from being a speculative asset or a medium of exchange within a very specific ecosystem.

On the other hand, tokens in an ITO have a definite utility within the project's blockchain network. They could represent a wide range of values or functions – anything from voting rights in the project's governance, a share in the project's revenues, access to certain services, or even a representation of physical assets.

The Importance of Jurisdiction in ITOs

When planning an ITO, one cannot overlook the importance of jurisdiction – the location where the blockchain company is legally based. Laws and regulations related to blockchain and cryptocurrencies vary widely across different countries. Some jurisdictions have a friendly and clear regulatory environment for cryptocurrencies, while others have heavy restrictions or even outright bans.

Jurisdiction shopping, the process of choosing a crypto-friendly country to base your blockchain project, is therefore an essential aspect of launching a successful ITO. Not only can the right jurisdiction provide a clear legal framework for the ITO, but it can also offer tax advantages, robust infrastructure, and access to a vibrant crypto community.

Countries like the Bahamas, Singapore, and even the USA have become popular destinations for blockchain projects due to their clear and supportive regulatory frameworks. However, each project is unique, and what works for one may not work for another.

In conclusion, ITOs represent an evolution in blockchain fundraising, offering more flexibility and utility than traditional ICOs. However, successfully launching an ITO requires careful planning, a deep understanding of the project's token utility, and strategic jurisdiction shopping.

Given the legal complexity and high stakes involved, professional legal counsel is highly recommended for any project considering an ITO. Legal experts with a strong understanding of international blockchain laws and regulations can guide projects through the challenging process, helping to establish a legally-compliant, successful ITO.

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About the Author

Jayson R. Elliott

Jayson R. Elliott, Managing Director of Bay Legal, blends extensive legal expertise with a strong foundation in business and technology. He holds a Juris Doctorate from Santa Clara University and dual Master’s Degrees in Business Administration and International Finance. Jayson’s career includes collaborations with tech giants like eBay and HP, and his entrepreneurial spirit led to co-founding two tech startups. He specializes in business law, real estate, construction, and blockchain innovation. A pioneer in cryptocurrency, Jayson has expanded global mining operations and managed businesses across diverse industries. Based in Palo Alto, he remains deeply connected to California’s legal and tech communities.

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