Please note that the concerns I raised apply to nearly every (if not every) cryptocurrency, so this is not pointing a finger at Iota/JINN. So please do not take it as an attack on you guys.
I agree with smooth's implied point that securities law action appears to mostly come about due to losses and complaints from investors, so one way to potentially prevent trouble is to make sure all the speculators in your coin are not upset in the end (and hopefully it becomes a true currency and the initial investors can cash out and everything is fine). Not being misleading is also helpful in terms of preventing accusations, but it doesn't assure that investors won't become disgruntled.
The Supreme Court stated that the Howey test is not bypassed by any schemes and disclaimers. Rather the intent of the law is always in force and it said the court is astute in seeing past any obfuscations and directly to the economic reality of the situation.
So that is why I have claimed that a cryptocurrency that is never marketed to investors and is always given for free to non-investors, will have a must higher chance of failing the Howey test for what constitutes an unregistered investment security.
P.S. my full name is easily found (e.g. just search The Digital Kill Switch and refer to my post on this forum which contains my full name) or just go into my thread and click the newspaper clipping that contained my full name as of 17 years of age (and afaik it hasn't changed hence). But please don't turn this into some sort of legal battle against me, please I am not attacking you guys and I am just raising concerns that apply to cryptocurrencies in general.
To be sure: I got no beef with you, personal, legal or otherwise. But we have an ongoing SOFTWARE sale that you proclaim is a securities offering, which it isn't, which we have explained and disclaimed clearly, including all risks associated with the software itself. This means that when you claim it is indeed an investment/securities offering, you may mislead potential buyers of our software, which may or may not incur us damages, which is why I now choose to exit this otherwise hilarious forum-troll thread and will only continue communication in a legal domain. So it's your choice.
I am not claiming anything in a legal sense. I have numerous times appended the disclaimer that I am not a lawyer ("IANAL") and that readers should consult their own attorney.
I am only sharing my layman's opinion of what I have read about securities law.
If you feel you are adequately covered by your legal advice, then I have nothing to say against that other than what I already shared as my personal layman's concerns and not against your offering in particular rather musings about cryptocurrency's securities-law related legal status in general.
Again I wish you best luck with it. And I will bow out of the discussion. If your attorneys wish to anonymously contribute to my thread about those concerns, that might be illuminating. Obviously they may not feel it is in their interest to bother to do so. I can accept that reality.
The Supreme Court stated that the Howey test is not bypassed by any schemes and disclaimers.
So you meant USA jurisdiction it seems. Interesting, what odds that the USA can enforce its laws against me, a citizen of a country belonging to the opposite political block, a country that is under heavy economical sanctions initiated by the USA, a country that is protected by Russian nuclear fist...
In the thread I linked to, I explained why I think you should not be so smug. For example, according to USA law if you
sell to USA investors, you fall under their jurisdiction. (and the G20 is getting organized on enforcing each other's laws) But again, to each his own.
If you are USA citizen, then even
marketing to USA investors qualifies, even if there isn't a sale.