가상화폐의 공모(ICO)와 상장에 대한 적정 규제방안

Abstract

Recently, while international funding by ICO of cryptocurrency has been on the sharp rise, the Korean government is sticking to its ban. Given the various Ponzi scheme frauds using ICO, the government’s response has some ground. However, it does not seem to be desirable to prohibit the ICO which can implement various innovations by the Blockchain technology. In addition, it can cause some discrepancy with international standard of regulation on the ICO in that many countries have wait-and-see attitudes and even some countries are actively seeking to attract ICOs. This paper is based on the consciousness of these problems and is designed to find the optimal regulation level related to ICO and its listing. First, the following measures were proposed for the appropriate regulation of ICO. As a fundamental principle of regulation, “Regulatory disclosure philosophy” was proposed. It is a hybrid regulatory system that mixes the merit based regulation with the disclosure based regulation on public offering. When the ‘Regulatory disclosure’ is adopted as the ICO regulatory system, the basic structure will be similar to the current securities IPO regulation. However, it would be reasonable to design a regulatory system similar to an exempted offering rather than a full scale registered offering considering the characteristics of start-ups and venture companies. In addition, it needs to strengthen the power of the authority’s to review disclosure documents broader and deeper than the present registration statements. American style cease-and-desist order and injunction are recommended to be introduced too. Sufficient information should be disclosed in line with the principles of disclosure philosophy, and in particular, detailed disclosure of the technical aspects of the ICO is required. In addition, other measures to ensure the ICO’s soundness, such as lock-ups of accredited investors participating in presales for a certain period, third-party storage and management of raised funds, and setting investment limits for individual investors need to be considered. Second, with regard to regulation for the listing of cryptocurrency, it is desirable that the regulation be more strengthened than that of securities exchanges considering the unique status of cryptocurrency exchanges, which have duplicated roles as a securities company (including an underwriter role), a stock exchange, and a depository organization. For this purpose, the basic policy direction regarding the listing of cryptocurrency should be based on transparent and rigorous examination, so that reliable ones should be listed at least as much as possible. In principle, it is necessary to recognize the self-regulation of exchanges in the listing policy, but it is also necessary to prescribe the liability of the exchanges to prevent the damage caused by improper listings. In terms of self-regulation, it would be desirable for the association of exchanges to establish standards for listing to make it mandatory for the members to adopt them. It is also desirable to disallow the entry of virtual currencies such as the so-called ‘dark coins’ which make it difficult to enforce and comply with the anti-money laundering law and to use domestic and overseas evaluation data on cryptocurrencies when reviewing for the listing. On the day of the listing, it is necessary to consider putting a price stabilization device, such as a single price trading match, in order to protect investors from unfair trading and sudden price fluctuations. For the regulation by laws and regulations, it is necessary to induce a conservative listing policy by taking responsibility for the exchange if problems arise by listing fraudulent virtual currencies. It is also recommended to prohibit any conflict of interests in the exchange. For unfair transactions such as insider trading and price manipulation, strict punishment similar to the capital market act is an essential measure to secure the soundness of the market.