What the SEC’s Charges Mean for Ripple and XRP

On December 22, 2020, the U.S. Securities and Exchange Commission (SEC) filed civil charges against Ripple Labs Inc., its related corporation XRP II, and two of its executive officers for allegedly conducting a $1.3 billion unregistered securities offering in violation of Section 5 of the Securities Act of 1933. This news has caused turmoil in the cryptocurrency industry and shaken investors’ confidence in those currencies.

It is important to fully understand what this announcement means so that investors can make the best decisions regarding their investments in Ripple, XRP, and other digital assets going forward. This guide explains the significance of the SEC’s charges against Ripple and provides insight on how it may affect investors’ portfolios.

In addition, we will cover how Ripple and XRP allegedly violated securities laws, potential implications for investors and more information about what to do if you own either currency or think you may have been affected by these charges. By understanding the repercussions of these SEC actions, investors can better formulate their plans for investing in digital currencies moving forward.

SEC Charges Ripple and Two Executives with Conducting $1.3 Billion Unregistered Securities Offering

On December 22, 2020, the SEC announced it had charged Ripple and two of its executives with conducting an unregistered $1.3 billion offering of XRP. The SEC alleges that Ripple and its co-founders, Brad Garlinghouse and Christian Larsen, raised funds to develop the XRP by selling over $1.3 billion of XRP to retail investors without registering their offering under the securities law.

Let’s examine what this SEC action may mean for Ripple, XRP, and investors.

What are the SEC Charges?

The Securities and Exchange Commission (SEC) recently filed charges against Ripple Labs Inc., its CEO, and its executive chairman, alleging that they conducted an unregistered securities offering of up to $1.3 billion worth of the digital asset XRP.

According to the SEC’s complaint, Ripple used XRP as a currency for their business model, raised capital through the sale of XRP tokens, and served as a store of value for investors seeking a return.

The SEC alleges that Ripple engaged in an ongoing conduct from 2013 to the present involving sales of securities without registered offerings or applicable exemptions from registration requirements. The complaint further alleges that two executives sold more than 115 million in XRP between 2013 and 2019 with full knowledge of acquiring investors who sought raw returns on their investments — essentially operating as brokers/dealers without proper registration as such with the Commission.

Ripple has denied any wrongdoing in this case. However, regardless it still faces severe repercussions if found liable to violate U.S federal securities laws by not providing full disclosure or offering something that can be considered a security regulation by the SEC’s definition. Ripple would face hundreds of millions in fines. Still, it could also be required to retroactively register all trades which may devalue XRP significantly or render it impossible to trade freely on cryptocurrency exchanges within the United States.

Apart from this matter potentially ironically affecting countless investors’ finances since Ripple was intended to help streamline money transfers and reduce cost for banking partners — this may also set a precedent for many other blockchain companies who are issuing tokens related to their projects within the current framework of U.S regulation when it comes to securities offering and new technologies at large.

How did the SEC come to this conclusion?

The Securities and Exchange Commission (SEC) announced on December 22, 2020, that it had charged San Francisco-based software firm Ripple Labs Inc., two of its executives, and XRP II LLC – a pooled investment fund – with conducting a $1.3 billion unregistered digital asset securities offering.

According to the SEC, Ripple sold XRP coins to retail investors in the United States while failing to register them as securities with the agency — a direct violation of federal securities law.

The SEC began its investigation into Ripple in mid-2019 in response to mounting public concern over the status of XRP. The agency researched Ripple’s business practices and activities related to XRP sales. The SEC also requested documents and information from various third parties such as cryptocurrency exchanges, customers that held large amounts of XRP in their accounts, and other entities that may have been involved in trading activities related to XRP.

Based on this research, the SEC concluded that Ripple should be considered an “issuer” under federal securities laws since it controlled how much of its cryptocurrency was available for sale at any given time and when sales were made at what prices. Furthermore, its failure to register these sales constituted a violation of Section 5(a)(1) of the Securities Act of 1933 which requires companies engaging in public offerings to register their offerings with the SEC or qualify for an exemption from such registration requirements.

Ripple contests these findings by claiming that XRP is not a security under federal law nor has its distribution affected by any particular person or entity’s efforts – thereby shielding it from registration requirements under federal securities laws – instead deeming it merely “a popular digital asset used for money transfer” sans outside influence or control. The case is still ongoing with no clear resolution yet achieved by either party – though both continue to build their respective arguments based upon newly acquired evidence throughout this legal process.

What is the potential penalty?

The Securities and Exchange Commission (SEC) has charged Ripple, a payments services provider, and its two executives with conducting an unregistered $1.3 billion digital asset offering. In addition, the SEC alleges that the offering of digital assets violated the federal securities law. This could result in penalties costing Ripple upwards of $1 billion.

Under the law, any company found to have engaged in unregistered securities offerings can be subject to civil penalties, including disgorgement and fines up to $250,000 per violation. In addition, a 1995 Supreme Court ruling established that when a defendant was found to have violated securities laws knowingly or recklessly resulting in substantial profit for themselves or others – meaning no innocent mistake or negligence – three times the amount of gain to an injured investor is considered “just” compensation under the law.

Furthermore, natural persons – individuals — found willful violations may be ordered by the court to pay up to three times their gains derived from illegal activity and a single maximum amount of restitution depending on factors such as ability to pay or constraints due to other penalties imposed.

In Ripple’s case, given its profit of around $600 million from its sale of XRP since 2013 and two listed executives at fault could potentially warrant a hefty penalty if they were found guilty given significant evidence against them. The SEC also believed that Ripple stealthily sold XRP in private transactions avoiding registration requirements gathering approximately $500 million.

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Ripple’s Response

Ripple, the company behind the XRP digital currency, has been hit with serious legal charges by the US Securities and Exchange Commission (SEC). On Dec 22, the SEC charged Ripple and two of its executives with conducting an unregistered securities offering worth $1.3 billion.

As expected, the news has created a ripple of shockwaves in the crypto world, so let’s take a closer look at Ripple’s response to the charges.

What has Ripple said in response to the charges?

Ripple has released a statement in response to the SEC’s charges. The company states that, ” Ripple firmly believes that there is no justification for [the SEC using] such an incredibly broad and negligent definition of a security and if left unchallenged could have a long-lasting ripple impact on the entire industry”

Ripple says that the SEC’s decision is based on an “erroneous legal theory” of securities law and oversteps the bounds of its power. Ripple’s Chief Executive Officer Brad Garlinghouse called the action by the SEC “a greater threat to innovation than Covid-19 was for global markets,” in a New York Times interview.

As for what this means for XRP, Ripple’s Chief Technology Officer David Schwartz said in a video call with reporters, “It hasn’t been frozen. We still have billions of dollars-worth. So it doesn’t stop us from doing what we need to do or anything.”

Additionally, CEO Garlinghouse and Chairman Chris Larsen are fighting back against the charges against them individually and their positions with Ripple, filing motions arguing that their sales of XRP were not securities offerings because they were not actively marketing or selling it as an investment service or instrument.

What is the potential impact on XRP?

The SEC investigation and charges announced on December 22, 2020 have raised questions about what this news might mean for the performance of XRP. Some investors have been expecting the news to significantly affect the price of XRP due to increased regulatory uncertainty, while others are not as concerned.

XRP’s price dropped after the announcement but has since recovered somewhat. But what could be the long-term impact on XRP’s value if Ripple and its executives are found to violate securities law?

First, let’s consider how Ripple is structured: Ripple’s sales of XRP account for 53% of its total revenue, according to its latest financial statement released in July 2020. It’s also worth mentioning that while Ripple Labs solution users hold 63% of XRP, 14.7% are held by existing partners and 22.3% by Ripple Labs or former Ripple employees or founders.

If Ripple is found guilty of unregistered securities offerings with XRP as a security asset, potential consequences could include:

• Significant fines that can further reduce market confidence in investing in this digital asset class more widely, causing further downward pressure on prices.
• Potentially freezing Ripple’s assets.
• Freezing other cryptocurrencies associated with Ripple such as Bitcoin and Ethereum due to their potentially close connections with the digital asset class more widely.

This type of punitive action can also hurt investor confidence across the digital asset class more widely and make participating entities hesitant about working with them for fear even potential controversy related offenses will bore significant consequences beyond fines issued by any regulatory entity involved with its decisions processes surrounding SEC Charges against companies like Coinbase which had also faced legal issue when its investigation uncovered related matters surrounding venture capital investments gone wrong or possibly illegal activities.

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Industry Reaction

Earlier today, the Securities and Exchange Commission (SEC) ‘s announcement to charge Ripple and two executives with conducting a $1.3 billion unregistered securities offering has resulted in shockwaves throughout the crypto industry.

Industry leaders and commentators have expressed a range of views on the matter, voicing their opinions on this news’s impact on the industry.

What has been the reaction from the cryptocurrency industry?

The reaction from the cryptocurrency industry to the news of the SEC’s charges against Ripple and two executives has been largely negative. As a result, crypto exchanges, such as Coinbase, have suspended XRP from their platforms as a precautionary measure until legal clarity is achieved in the United States.

The action by the SEC has created uncertainty about Ripple’s future and that of its token XRP. Moreover, many cryptocurrency companies in the industry are concerned about regulatory ambiguity surrounding XRP and other digital assets and the impact the SEC’s action could have on how they are legally classified.

Industry insiders have expressed concern that this enforcement action could create a chilling effect on innovation in digital asset markets if other exchanges follow suit with delisting XRP and uncertainty around how other tokens will be defined by regulators moving forward. The question remains whether existing securities laws provide an adequate framework for assessing future token offerings or whether more tailored regulations will be needed to ensure business allows investors to participate appropriately in these dynamic markets.

What has been the reaction from other government agencies?

On Wednesday, the US Securities and Exchange Commission’s (SEC) announcement of its enforcement action against Ripple Labs and two of its executives was met with swift reaction from several government agencies.

The Commodity Futures Trading Commission (CFTC) commissioner, Rostin Behnam, stated that the decision was “important,” adding that the SEC “has taken a serious approach to digital assets, including crypto asset regulation.”

Likewise, lawyers at Hogan Lovells remarked that the action raises key questions concerning digital assets and their underlying blockchain technology. The legal firm added that it would be interesting to see how these questions are addressed by other regulatory bodies worldwide.

In addition to the CFTC, other groups, such as the Internal Revenue Service (IRS), have released responses to the SEC’s charges. IRS Enforcement Chief Don Fort stated that although XRP remains an ongoing investigation for his agency, he welcomed rulings from other regulators such as the SEC “which continue to develop further understanding about how cryptocurrency is viewed under law enforcement and regulatory eyes.”

Finally, Japan Financial Services Agency (JFSA) commissioner Ryozo Himino said his agency is aware of the SEC decision on Ripple and XRP and has begun discussions internally over potential regulations to protect cryptocurrency users from being hurt by dishonest actors or companies in any way. He added that while Japan is still deciding what regulations should be implemented now or in the future, these decisions will impact all aspects of current or future use cases for cryptocurrencies like XRP.

Conclusions

The Securities and Exchange Commission’s (SEC) complaint against Ripple Labs Inc., its CEO Brad Garlinghouse, and newly appointed executive chairman Chris Larsen sheds light on Ripple’s business practices and alleged violations of the federal securities laws.

The SEC alleges that Ripple created an unregistered security when it sold XRP tokens, a digital asset backed by the company, from 2013 to 2020. During this time, the SEC believes that Ripple has earned more than $1.3 billion in proceeds from the alleged sale of unregistered securities.

At this point, it is difficult to predict how the legal proceedings will conclude and the outcome for Ripple and XRP investors. Nevertheless, suppose the SEC’s charges are upheld. In that case, Ripple faces significant penalties including potential fines and/or injunctive relief that could target any aspects of their operations relating to XRP token sales or trading activities.

Moreover, while there is no guarantee that such action would prevent holders from profiting off any increases in XRP’s price, it could nonetheless diminish investor confidence in both Ripple and XRP, ultimately resulting in decreased demand for either product or both. Such a decrease would logically lead to downward pressure on the price of XRP which means that investors need to stay abreast of developments as they happen.

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