SEC Moves First DeFi Unregistered Securities Lawsuit

The United States Securities and Exchange Commission (SEC) sued the organization responsible for the development of a decentralized finance (DeFi) protocol over activities involved with the project for the first time.

What Happened: According to a Friday SEC announcement, the agency has sued Cayman Islands-based Blockchain Credit Partners and two of its top executives over allegedly selling unregistered securities through its DeFi Money Market platform from February 2020 to February 2021. The firm purportedly sold over $30 million worth of two types of tokens that the SEC deemed to be securities that should have been registered as such.

The SEC notes that Blockchain Credit Partners founders Gregory Keough and Derek Acree will have to pay fines of $125,000 while the company itself also agreed to pay $12.8 million in disgorgement. The settlement does not indicate an admition or denial the accusations.

New Game, Old Rules?

SEC Enforcement Director Gurbir Grewal explained that "full and honest disclosure remains the cornerstone of our securities laws -- no matter what technologies are used to offer and sell those securities." This comment makes it very clear that slapping the DeFi label on a project and hoping to avoid regulation this way works no better than calling it a "utility token" prevented falling under the SEC's scrutiny during 2017's initial coin offering craze.

The SEC is trying to send the clear rule that the new kind of financial organizations that operate on blockchains have to still play by the old rules that govern traditional finance. At the same time, market onlookers are not sure if the regulator is actually right.

In a way, it is a tour de force where the regulator wins every time it has a way to take enforcement action, but these new organizations potentially have a very real way to make enforcement impossible — or at the very least impractical. The only protection against enforcement by the SEC and other regulators is decentralization and the only reason why the SEC was able to act in this case is that a centralized organization such as Blockchain Credit Partners exists.

What's Next: If no company exists and all that there is to a DeFi protocol is a set of smart contracts deployed on a blockchain by a group of anonymous developers scattered around the world there is very little that the SEC can do short of attacking the blockchain itself. This is where the decentralization of the underlying blockchain comes into play: will the regulators for instance be able to force Ethereum's ETH/USD core development team to write an update stopping such a project?

If the regulators would actually be able to force the blockchain's developers to write such an update, would node operators and miners or stakers adopt this software or would they refuse to? Such situations will be the real test of the decentralization and reliability of any blockchain that many are waiting to happen. Regulators are seeing power slipping away between their fingers like sand, and they are going to try to grab it.