US Securities and Commodities Laws on SolarCoin - not a Security according to lawyer

Lawyer opinion on US Securities and Commodities Laws regards SolarCoin as "not a Security"

An independent Legal Firm has rendered an opinion as to whether the SolarCoin token (“SLR”), is likely to be deemed a security under U.S federal securities laws, and whether SLR is subject to regulation as a commodity. While the Security Exchange Commission (“SEC”), a U.S. court of competent jurisdiction, or a cryptocurrency exchange, may reach an alternative conclusion to that stated, SolarCoin presents the attributes of a currency.

SolarCoin was created in 2014 as an open community project run by volunteers and the founders of the SolarCoin Foundation, a Delaware registered Public Benefit Corporation. SLRs are blockchain-based tokens that can be earned in two ways: producers of solar energy who register with SolarCoin are rewarded with one SLR per one Megawatt-hour of solar energy verifiably produced. The protocol by which new SLR tokens are distributed to energy producers is called Proof-of-Generation (“PoG”). Second, SLR holders who participate in the maintenance of the SolarCoin’s blockchain are rewarded with SLR tokens through SolarCoin’s Proof-of-Stake (“PoS”) algorithm. The SolarCoin blockchain itself is a public ledger of all SLR transactions including each SLR given out to solar electricity producers.

To receive SLR, producers of solar energy register their solar photovoltaic system. This can be done directly through the Foundation’s website or via a network of registered SolarCoin Affiliates. Registration includes supplying proof of ownership of the installation, grid connection documentation, solar power production date (e.g. meter readings), and KYC (“know-your-customer) data. Once registered, the Foundation verifies the amount of solar electricity produced by each producer and distribute SLR directly to the producers SLR wallet. SLR are issued every six months to registered producers of solar energy, who can spend their SLR within the SolarCoin ecosystem, or trade it for fiat or other cryptocurrencies.

The SolarCoin Foundation, which is the original issuer of SLR, did not have a token sale (ICO) or crowdsale of any kind for SLR. SLR are freely available to producers of solar energy as a grant. The Foundation does not charge claimants for SLR or make any claims about the energy produced.

By rewarding the owners of solar photovoltaic systems, the Foundation hopes to incentivize the implementation of solar power production worldwide. The Foundation mined 98 billion SLR with less than 0.5% reserved to the founders and the remaining 99.5% to be granted to energy producers until 2050. To date, there are 45,212,564 SLR in circulation trading on various cryptocurrency exchanges such as Bittrex, Lykke Exchange, Livecoin, CoinExchange... The remaining SLR tokens are expected to be distributed over the coming 35 years. SolarCoin has been formally recognized by the International Renewable Energy Agency (IRENA), establishing it as the world's first cryptocurrency to be recognized by an international intergovernmental organization.

Whether a coin is a security is based on the facts and circumstances of each coin.

Based on analysis and other relevant case law, SEC guidance on the subject of cryptocurrencies, and based on information provided and representations made by the SolarCoin Foundation, the opinion is that the SLR token is not a security. Further, given the CFTC’s relatively clear position regarding its jurisdiction over cryptocurrency exchanges in the spot markets, SLR trading should not be subject to commodity regulation.

This statement should not be considered as legal or tax advice.