Study On The Regulatory Of Security Token Offering(STO)

Security Token Offering(STO)is a new direct financing method born in overseas practice since 2017.It converts specific financial assets or physical assets in reality into blockchain-based encrypted digital equity certificates(that is,tokenization),and is registered and traded based on the blockchain.As one of the most typical innovative pan-financial tools of Fin Tech and one of the most promising in-depth applications of blockchain technology in the field of financial securities,STO has significant advantages such as actively seeking regulatory compliance,using actual assets as value support,reducing financing costs,and improving transaction efficiency.At present,the international community mainly adopts the Supervision Prohibition Model,Securities Supervision Mode,or Regulatory Sandbox Mode for STO.For the purpose of protecting financial investors,Chinese regulatory authorities have adopted a "One-Size-Fits-All" Strict Supervision Mode for STOs,which basically meets the requirements of the current special development stage in China.However,in this context,carrying out forward-looking research on STO supervision is still conducive to China’s long-term mitigation of the structural mismatch between capital supply and demand,the development of a direct financing system,the enhancement of international rule governance,and the implementation of General Secretary Xi Jinping’s important discussion on blockchain technology and industrial development.To this end,it is necessary to summarize the general theory and extraterritorial practical experience of STO supervision.At the theoretical research level,Security Tokens(ST for short)are fundamentally different from other types of tokens,and we should focus on preventing different types of tokens from disguising each other to maliciously evade supervision.The SEC released the investigation report of The DAO(that is,the Decentralized Autonomous Organization),and then gradually improved the four identification elements of the Howey test,established a general method for identifying ST as securities.It has gradually become a general consensus worldwide.The evolution of STO itself has also become a vivid manifestation of the market returning to the financial logic standard from the ICO bubble.At the level of practical research,I use diachronic research as a method,and take STO’s "pre-issuance","issuance" and "post-issuance" process as a specific analysis path.Several typical countries or regions with relatively complete regulatory systems for STOs,such as the United States,the European Union,Singapore,Switzerland,Chinese Hong Kong,and Malta,are selected to establish an international inspection perspective on the STO regulatory system.I summarize and extract experience from the progress and shortcomings of the STO extraterritorial supervision system,so as to provide reference for China’s securities legal supervision.When the existing "One-Size-Fits-All" Mode of STO can no longer be fully coordinated with China’s financial rule of law reform and development stage,the first step is to open up the concept of Fin Tech regulation,from strict prohibition to a more prudent and inclusive regulatory concept,and then develop the legal system of financial securities,expand security definition,and define the attributes of the token.The second step is to gradually establish and improve the full-cycle supervision system for STO by introducing the new Regulatory Sandbox Mode of STO and grafting pilot experience,so as to give full play to the role of Fin Tech supervision and promote deep innovation and accelerate the breakthrough application of blockchain technology in the field of financial securities.