Showing posts with label Standard and Poors. Show all posts
Showing posts with label Standard and Poors. Show all posts

Sunday, August 13, 2017

Why we need a Global ICO Census and Database

The Securities and Exchange Commission’s (SEC) recent report defines tokens sold through ICO offerings as “securities.” This is neither appropriate nor in the public interest. This definition will restrict the ability of startups to raise much needed capital without having to go to commercial banks, investment banks and venture capitalists, institutions who long ago abdicated their role in providing capital to deserving startups and small businesses. (Commercial banks, investment banks and venture capitalists focus on providing capital to a narrow group of non-minority and non female firms. As Uber and others (Google?) have shown, many of the women who dared work for these commercial bank, investment bank and venture capitalist supported firms found themselves harassed..and we know what happened when they sought funding.)

In a press release, the SEC concluded that anyone using "..distributed ledger or blockchain enabled means for capital raising (needs) to take appropriate steps to insure compliance with US federal securities laws.” This determination is inappropriately broad, and is sure to be overturned in Court, since the SEC does not have direct authority over currencies.

As we note in our report ( investment-issues- initial-coin- offering-ico-report.html) ICOs have features that resemble crowdfunding, venture capital and IPOs. They are simply a new tool for doing what Title III of the JOBS Act should have done - sourcing capital to innovative startups in an efficient way. Title III allows all companies with less than $1 billion in sales to raise up to $1 million dollars in equity or debt. This section of the JOBS Act was designed, as I note in my book, to create eBay-like sites that allow you to post your idea for a commercial venture online and then allows investors to purchase equity shares or stakes in it. Title III has, since 2016, in aggregate generated slightly over $50 million in committed capital. The law was signed in 2012. So far in 2017, ICO issuers have raised over $1 billion.

The SEC may have legitimate questions about the classification of ICOs, but their action simply confirms that regulators are protecting entrenched social and financial interests (not the public) from a new financial technology (blockchain) with almost unlimited potential.

In attempting to bring ICOs under federal securities laws, the SEC states that "participating in unregistered offerings may subject participants to..criminal enforcement proceedings." Of course, this is only true if you are not Goldman Sachs, Wells Fargo or Standard and Poor's, institutions guilty of significant securities law violations before, during and after the financial crisis who have yet to be subject to criminal enforcement proceedings..

A key factor the SEC cites in its argument in favor of ICO regulation rests on “full and fair disclosure,” but Wells Fargo created two million fake accounts without disclosing this. If the SEC were actually concerned about the public interest, Wells would have faced charges immediately for violating disclosure regulations. Given this, one can legitimately question the public's ability, based on past performance, to trust the SEC to act in the public interest. As outlined this in our Transaction Cost Theory of the Financial Crisis, released in 2010, people are looking for financial instruments, institutions and regulators they can trust. The popularity of digital currency, decentralized structures and new ways of raising capital is, quite simply, the result of this lack of trust.

The nature of blockchain is such that this technology — not regulators — will win in the long term. It would be better for the SEC to recognize this and to simply call for ICOs to list on a globally centralized, publicly accessible database, maintained by the SEC, at no cost to ICO issuers, and with no penalties (other than fines for deliberately fraudulent registrations.)

At this point in the development of this marketplace, having a comprehensive database of all ICOs is more valuable and appropriate than subjecting these new firms to full and complete SEC registration. The agency can revisit this in, say, a year or two to determine if more comprehensive regulation is required, but for the next six to twelve months, this should be the regulatory position of the SEC with respect to the new ICO marketplace.

Monday, April 18, 2011

Standard & Poor's cut its credit outlook on the US to negative

On Monday, April 18th, Standard and Poors, a Nationally Recognized Statistical Rating Organization (NRSRO), or credit rating agency, cut its credit outlook for the US to negative. We believe this rating opinion unwarranted and inaccurate. To understand why, one must look at credit rating agencies in general, their competence (specifically, their performance prior to the recent financial crisis), and current AAA rated countries.

Lets take that last item first. Here is the list of countries currently rated AAA by S&P:
  • Australia
  • Austria
  • Canada
  • Denmark
  • Finland
  • France
  • Germany
  • Guernsey
  • Hong Kong
  • Isle of Man
  • Liechtenstein
  • Netherlands
  • New Zealand
  • Singapore
  • Sweden
  • United Kingdom
  • United States of America
We find it difficult to believe that the Isle of Man and Liechtenstein, countries whose main export appears to be laundered money, will be better future credit risks than the United States of America.

Let's next review what a credit rating agency is, what it does and how it makes money. According to one source, "In the United States, the Securities and Exchange Commission (SEC) permits investment banks and broker-dealers to use credit ratings from 'Nationally Recognized Statistical Rating Organizations' (or 'NRSROs').. for regulatory purposes..SEC regulations require that money market funds (mutual funds that mimic the safety and liquidity of a bank savings deposit, but without FDIC insurance) (hold) only securities with a very high NRSRO rating. Likewise, (banking and) insurance regulators use credit ratings to ascertain the strength of the reserves held by (banks and) insurance companies."

In other words, the SEC, the agency that selects companies that can be recognized as credit rating agencies or use the NRSRO designation, tells institutional investors that they can only hold securities that are rated by these same NRSRO's.

The competence of the credit rating agencies is suspect: they made multiple, serious and significant errors in rating securities issued by Enron, Worldcom, Lehman Brothers, Bear Sterns, and hundreds of others, rating these securities safe until, in many cases, the day before the issuer defaulted. These institutions are supposed to “base their ratings largely on statistical calculations of a borrower's likelihood of default,” but one news report noted that:

“Dozens of current and former rating officials, financial advisers and Wall Street traders and investors interviewed by The Washington Post say the (NRSRO) rating system has proved so dominant they can keep their rating processes secret, force clients to pay higher fees and fend off complaints about their mistakes."

On a positive note, it is our belief that S&P's revised credit outlook can be used as a reason to raise taxes, to specifically repeal the Bush tax cuts.

This is, in our opinion, the most rational way to solve the so-called budget crisis.

Thursday, October 23, 2008

Credit Agencies grilled on the Hill (Tian Weng)

Members of Congress held the third in a series of hearings on the financial crisis titled “Credit Rating Agencies and the Financial Crisis.” The hearing, held on Wednesday in 2154 Rayburn House Office Building, examined the roles and responsibilities of credit rating agencies in the current financial turmoil. Top credit rating agency executives also testified before the House Committee on Oversight and Government Reform.

In his opening statement, Committee Chairman Henry Waxman briefly outlined the sequence of events which lead to today’s crises. “The story of the credit rating agencies is a story of colossal failure,” Mr. Waxman said. He pointed out that leading credit rating agencies are essential financial gatekeepers. However, the agencies assigned triple-A ratings to securities and CDOs backed by risky subprime mortgage loans. As a result, the entire financial system is now at risk.

The three largest credit rating agencies - Standard & Poor’s, Moody’s, and Fitch Ratings control over 90% of rating market. They contributed substantially to the financial crisis by failing to warn investors of risk. They cannot evade their responsibility. The three current executives of the leading rating agencies were subject to major criticism:

Unsound rating and model failure. Undoubtedly, ratings are key. The methodologies used for rating CDOs are complex, arbitrary, and opaque. Credit rating agencies rely primarily on quantitative models to develop these ratings. However, these quantitative models cannot accurately reflect the specific credit characteristics of a particular security or issuer. A number of the assumptions they used were not realistic. A representative questioned agencies’ rating methodologies and assumptions because the CDO model seemed far from capable of capturing true risk. The witnesses responded that the business model they were using failed and definitely needed adjustments, but they explained the models were very complex, and hence had to go through several empirical tests. A Democrat read a message from an unnamed S&P's employee: “We rate every deal. It could be structured by cows and we would rate it.” Mr. Egan, Managing Director of another rating agency, admitted that’s ridiculous. “If you don’t understand it, then don’t rate it.” He said.

Fraud. There is an inherent conflict of interest in the industry. Agencies were paid by bond issuers whose debt they were rating instead of by investors who use and trust their ratings. This inhibits agencies from providing accurate and honest ratings. Someone posted questions to executives, “Investment banks got high ratings. Credit Agencies got investment banks’ fees. What did investors/taxpayers get?” Another Democrat cited profit charts of big agencies to strengthen her argument. It showed that S&P’s revenue from US RMBS and CDOs ratings drastically increased, by 25% to 35% as a percentage of total rating revenue, since 2002. Moody’s revenue from structured financial transactions skyrocketed over the same time period. Hence, it is clear that profits play a huge role in rating. But the three executives of credit agencies denied that conflicts of interest had impaired their judgment on mortgage securities. Mr. Fons, former executive of Moody’s, claimed that the analysts took their responsibilities seriously and demonstrated high moral character.

Another concern addressed was next steps going forward to ensure a crisis like this would not happen again. Efforts are needed to restore faith in the system. Rating Agency executives acknowledged that their companies' reputations had been harmed. Nevertheless, they expressed their fervent belief that substantive reforms can restore the integrity and stature of the bond rating industry.

(Tian Weng,
Master of Economics' 09
George Washington University)