Bitcoin Forum

November 1, 2013 - Havelock Investments (HavelockInvestments.com), a leading Bitcoin Denominated Investment Fund, announced today that it has executed a definitive agreement to be acquired by The Panama Fund, S.A, a fully licensed and registered Panamanian Investment Company.

The acquisitions creates the world's first, fully licensed, Bitcoin Denominated Fund Exchange, where companies from around the world will be able to raise capital directly, through the exclusive use of Bitcoins.
With this acquisition HavelockInvestments.com will be able to maintain its current Funds, as well as expand its operations, while attracting new opportunities in the rapidly expanding Bitcoin Marketplace.
The original HavelockInvestments.com team will remain in place and will play a key role in the future growth of the company.

We'll be following up with inquiries during the next week.

We know there are going to be a lot of follow-up questions and we'll do our best to answer them all in the following week.  We wanted to get the announcement out tonight to let everyone know that Havelock's future is secure and safe, and that there will be no changes to existing user requirements (ie US users are fine).  

Again, we'll get to all inquiries next week and look forward to the future with this exciting development in place.

Cheers! Good work guys, congrats on the acquisition.

Great news!

Congratulations!

Nice!

I will have to go buy up some more HIM units that got pushed down so low due to the recent uncertainty.  :)

Would you be able list ActiveMining, btcQuick, IceDrill, Ciphermine and the other securities that have recently been devestated by the closing of BTCT.co and Bitfunder (assuming they WANT to be listed)?

Isn't HIM a mining fund?
Do you think this will really be affected by the acquisition?

Who/what is The Panama Fund, S.A?

Yeah, some kind of link or source for more information would be helpful.

HIM & HIM Mining are two different entities operated by the same people, by the way.
(Please confirm this, OP)

Congratulations! I guess moving shares to Havelock was a good choice.  :)

Panama Funding Inc, S.A. is the only "Panama Fund" S.A. registered in Panama

fwiw, file number 227720

Lol, this?  http://ohuiginn.net/panama/company/id/227720
How is this silliness a "fully licensed exchange"?   What gives it more authority in dealing unregistered securities to US persons than Bitfunder et al?

well, there are a lot of assumptions though
funds are generally able to set up shop in any jurisdiction for whatever purpose, through many layers of entities for acquiring different kinds of property, such as other entities. Subsequently, they may have all the licenses or regulatory concoction to not worry about one country's securities laws.

I'm with crumbs on this... there has to be some more information on this Panama Fund thing. Google is failing me right now...

Hmm does this have something to do with the CFIG( Crypto Financial Investment Group)?

Great news!

there's a really simple explanation that seems reasonable to me.

If I wanted to shift jurisdictions, I'd buy an established shelf company in the jurisdiction I want to move to, then have that shelf company "buy" the ownership shares from whatever entity owns it now.

It's very likely that's all they're doing - just moving the corporate entity to Panama for legal/tax reasons.

What does this mean for coin holders that are new to the game?

"Through many layers of entities," RLY?  Is this legalese for "don't ask questions i don't have answers to"?
Come on, that's just empty verbiage meaning absolutely zilch.  Unregistered securities are just that -- no matter how you repackage them.  

Nothing new here, all been trash-picked many times over.

Yeah, i'm with you on that, but suggesting that this shell game makes the new entity "licensed" or on different legal footing when it comes to dealing with US customers is simply bull.

If the servers were actually in Panama, that would be another story...

funds don't need to cater to the information age....

hedge funds are pretty notorious for not having a website or even as much as a phone number... it simply isn't required for the service they provide, and in the United States they were prohibited from talking to peons until like a month ago. these 80 year old prohibitions on free speech influenced the industry world wide

there are likely related entities in the fund that handle all the PR and marketing for other purposes, but is unrelated to acquiring other entities or the investing portion

wat

And where are the servers located?

Crumbs, if this turns out to be legit and ActiveMining becomes legit by going through whatever legal securities process HackLock have, what would you do? I know its unlikely those two things happen but if they did I wonder how you would respond...

I think it definitely does create a different legal footing because it may be legal to sell unregistered securities in panama as a licensed exchange for all we know and for the US to go against that would never happen. The problem is unlicensed exchanges having literally no legal backing which is why they are so vulnerable. If this exchange can operate completely compliant of panamas security laws that would be huge for bitcoin/bitcoin securities.

SEC ban on general solicitation is being relaxed, funds could only talk to accredited investors ie. not poor people or the general middle class.

Panama security laws?  Quick, what's the official national currency of Panama, no googling!  Not another shot at registering a company in some god-forsaken backwater, and hoping that the law won't take you seriously enough to lift a finger.

Unfortunately, with international trade agreements, lifting a finger is about all that's required.
Finally, please pay attention.  It is illegal to sell unregistered securities to US persons, no matter what the law of your banana republics say.
OP explicitly stated otherwise, due to either ignorance or with intent to deceive.

Are you talking about title ll of the JOBS Act?  You do know that public solicitation still means that all but accredited investors must be excluded from the funding round to comply? 

This stopped being lulzy awhile ago, now it's getting both sad & desperate.

Does this mean AML or blocking US users

As far as I know SEC has yet to do anything about exchanges outside the US.


This may be true but if panama says its ok for the exchange to operate, it becomes SEC vs panama not SEC vs random guy.

Also something I found: "Panama has taken several steps to modernise its economy and promote foreign investment. Most Panamanian and foreign investors choose to form Corporations. There are no exchange controls, currency restrictions or reporting requirements, and Panama imposes no limits on monetary transfers to and from the country."

http://www.atrium-incorporators.com/panama-mutual-funds-and-investment-corporations/

Are US players going to be able to participate freely, still?

no, they'll just seize the servers.........

yeah, thats about how they can attract accredited investors. they couldn't use the press, just tightly nit closed circles

this is about why a fund doesn't need to have a presence on internet search engines

And have a massive law suit on their hands? Doubt it. It is not worth their time to go after a company that is operating legally in another country.


to quote OP "US users are fine"

As far as i know, either the SEC asked them to fold up their circus tents like the exchanges claimed, or the exchanges are lying through their teeth.  I tend to give people the benefit of the doubt.


No, it becomes panama vs some random guy.  Please keep in mind that this is IRL & not Equestria, podunk countries try not to piss off the big players.  The president of the Panama (republic?), whose name is right on the tip of my tongue, given a choice between pissing off some_random_guy & USA, is likely to pick teh prior.

But we're drifting off topic & shitting up this nice fishing thread.

Isn't that what they did with Mega?

None of the exchanges specifically said anything about SEC contacting them so we cant just assume they were given an ultimatum. It is more likely in my eyes they finally came to see the legal risks they were undertaking and didn't want to spend the time/resources to make their operations legal/safe from SEC. (its easier to just ignore them and keep collecting them bitcoins from the non-americans)


You do realize that in the real world the US doesn't give two shits about exchanges that operate in other countries. And even if they did they cant just walk over to panama and tell them they have to abide by their rules. Can you imagine how the world would react if the US decided that another countries laws were incorrect and they have to comply?

What would have to happen is the Panamanian government would have to comply willingly, which wont happen if they feel that a company in their country is operating legally. And it is not a contest of who you are pissing off more the US or some guy, it is a matter of being forced to change your countries existing laws to appease to the US. The most the US can do is try to block US users but that will never happen because again they don't give two shits about a legally operating exchange in another country.

I assume you mean megaupload which happens to still exist in the form of mega. And mega was taken down with compliance with NZ government. If Panamanian government chooses to not comply and stick to their own laws and legal system the US cant do anything.

And I'm sure you're aware of the huge lawsuit that followed the illegal seizure of megauploads servers.

With megaupload the domain names were seized. Thats why mega relaunced as mega.co.nz.

If US indeed doesn't care about exchanges operating in different countries, i believe y'all have been taken for a ride by a couple of foregnese exchanges (BTCT was registered in Belize, as i remember -- a compatriot of Active Mining, who also hail from there).  Why would the two biggest exchanges just pull up stakes & abandon their trusty milkers?

A banana republic kept alive by the good will of its protectors is not likely to let a Christmas card from Uncle Sam go unanswered.  It's both poor manners & harmful to its health.

I agree that being small, insignificantly small, makes an exchange irrelevant & not worth an international stamp it would take to squash it.  My point is spazzing around the interwebz & yelling "we're licensed and legit" is not the smartest way to stay off the radar.

You are still failing to realize that there is a huge difference between an unregistered exchange in a country that requires registered exchanges and registered securities; and a registered exchange in a country that does not require registered securities.

According to SEC's own website, they do not include panama as one of the countries that enforces SEC jurisdiction.

Source: https://www.sec.gov/about/offices/oia/oia_cooparrangements.shtml



You are living in a fantasy if you think a superpower like the US can dictate any countries laws it wants simply because it is "the protector" as you put it.

At least we can confirm the SEC has had some contact with Bitfunder, even if it was just about ActiveMining.

watching this..

congrats on the acquisition

But Belize seems not on the list either?

Great news!

Congratulations!

Great !

Good move ;)

Interesting news ... does that mean the atrocious GUI of havelock will be improved ?

1. See reply from thecoinjournal re: jurisdiction.

2. Selling unregistered securities to US persons runs afoul of US law, regardless of whether that law is enforced.  Claims to the contrary are simply false.  There's nothing here to debate.

3. If you feel that facts & empirical data are fantasy, and repeating "this time, it's gonna be different!" thrice will bring you back to Kansas, keep on investin'.

So continue to ignore every warning.  Continue shrieking "ZOMG WAI, WAI?!1!" each time another exchange website packs up & splits with ur monyz.  You deserve the lulzy fallout.

Edit (If it's not already obvious to everyone):
It is much harder to obtain a fishing licence in US or Canada than it is to incorporate & become a licensed exchange/medical doctor/ghostbuster/prince in Panama.  

the sec this the sec that

FUCK the SEC!!!

stop talking about them. they don't care that much about our coin games...yet

Yes, they do.  I suspect if we were talking USD trading at the USD values these exchanges were working with, they might not, but Bitcoin is in the news a lot lately, so there's a lot of focus on it.  Thus pressure on them to make sure all the rules get followed.


In general you have to follow the law where you live.  If online gambling is illegal where you live, you can't run an online gambling company in another country.  If dealing heroin is illegal where you live, you can't run an op that deals it in another country.  Sure, your chances of getting caught are lower, but if you're successful then sooner or later someone notices.

Kudos to the team here for reducing exposure.  Now they just have to follow through and move to Panama.  :)

Let's say these guys do move to Panama and have servers in Panama. They are registered in Panama but not for US securities.

What exactly can the SEC do if Panama doesn't cooperate with SEC? Seems like they can't do shit. Please enlighten me.

Every TLA loves a challenge that may boost its clout, coinfresh.
Plastering "Seized by da SEC" across HavelockInvestments.com seems like a likely warning shot if a friendly "wrap it up, kids" email proves noneffective.

This is all irrelevant marketing fluff.  The reasons various regulations regarding exchanges exist besides maintaining monopolies and preventing small time competition which is a separate issue is to give you legal means to prove ownership and seize funds and stocks.  In the bitcoin world that is irrelevant since you can't seize bitcoins nor am I sure how you'd accomplish seizing bitcoin denominated stock such as ASICMiner or others without their cooperation.  So really the only concern you should have with a bitcoin exchange is how trustworthy are the operators.  Legal structure or physical location are useless issues.  They might as we'll be on the moon.

Seizing the servers comes to mind.
With Bitfunder, this would also provide all the necessary personal information of all the participants -- both issuers & holders.
From there, a child could take it.  People will trip over each other to be the first to rat :) 

Agreed but then what?  Who would be rating on whom?  The US regulation is "designed" for retail customer protection.  It's not illegal for me to buy an unregistered security it's illegal for someone to sell it to me.  So for customers the worry is to make sure the operators properly protect their BTC and stock holdings.  This isn't Silk Road where purchasing/possessing drugs or drug proceeds is illegal per se for both sellers and buyers.

Great news, following!
People can legally own companies incorporated on different countires. In such case the only thing that really matters is that the company follows laws of its jurisdiction. Of course there can be official / behind the scenes debate / pressure between governments. I see gambling rugulations quite corresponding to this.

No no no.  The ratting i'm talking about would be exchange operators vs issuers.
The buyers will be tangentially involved -- as innocent bystanders who serve as witnesses.  I'm surprised it has to be spelled out.
The forum & IRC logs will provide enough evidence to fill the gaps.

Keep in mind that most people here are not career criminals.  A phone call from LEO would be enough to get many to cooperate.  Some will take the same self-righteous stance they talk on the interwebz, only to learn how unpleasant & most of all unsatisfyingly & totally unlike TV IRL is.

When you get pulled over with a car full of shit that shouldn't be there, it's not you who makes the cop ask you to step out of the car.  It's the clueless idiot in the passenger seat who starts yapping about his rights.

Your statements about RL may be true but the issuers aren't in the US and not actively marketing to US.  This is the same as current gambling issue.  You don't see the US chasing down offshore online gambling sites do you?

The issuers are in US, the securities are not registered anywhere, the exchange is Canadian.  There's a Panama shell, but it carries as much legal clout as the toy detective badge from a cereal box.  It provides as much protection as burnside's Belize incorporation -- none.

As far as not targeting US, OP disagrees:

First off, IANAL. However, I've worked at a global financial institution so I've seen a fair bit of compliance and enforcement action in my time.

The US authorities (SEC, FBI, etc) all work with their local counterparts in countries around the world with the goal of protecting American citizens from 'harm.' In the case of a firm selling unregistered securities to Americans, US laws are certainly being broken - the question is whether or not Panamanian authorities would care. My guess is that the answer would be yes, since Panama and America work closely together, have extradition treaties, etc.

In order for Havelock to steer clear, they're going to at least need to do a minimal amount of effort such as restricting US IP addresses. Whether they have to go through the full effort of verifying addresses and whatnot is going to depend upon Panama securities laws, something which I'm not familiar with.

Just remember - the reach of US law enforcement is global. Short of running a trading operation in North Korea, Iran, China, Russia, etc there needs to be at least partial compliance with US law and full compliance with local law.

Not if you feel that bitcoin presents a genuine threat to fiat & the moneyed elite.
If bitcoin truly is a disruptive technology, why wouldn't the powers-that-be pay close attention to it & try to nip it in the bud?
OTOH, if it is just another horsefly not worth a tail swat, you got a point.

My point is simple:
Either the governments see bitcoin as a real threat, in which case they will make a serious effort, or they don't, in which case they won't.

Pirate Bay as a threat is no more serious than shoplifting.  Perhaps bitcoin is no more important, though many users here might disagree.

Operating a torrent tracker with magnet links is more of a gray area than operating an exchange listing unregistered securities, advertised and sold to the American citizens. I'll agree with you that shutting down an exchange isn't easy and takes months or years to investigate and coordinate with local authorities. However, in the long run, I do not believe that Panamanian authorities will side with Havelock over the SEC. Perhaps operating for 12-18 months with US IP ranges blocked will give enough time to establish a decentralized blockchain based exchange operation. At that point, I see that the risk will shift from the issuer AND exchange operator to purely the issuer being targeted for enforcement, but it still won't go away.

I'd be surprised if havelock don't have to vet users to comply with us securities law within 6 months, if not 3. Whilst they are outside the US, the SEC could well put pressure on Panama to shut down havelock. They may not cooperate with the sec in general but that doesn't mean they won't in this case. This just looks like kicking the bucket a bit further away but nothing more. Bitfunder tried all kinds of things but failed.

There are very legitimate reasons that lawyers will advise Belize or Panama, it is not done on some random whim. Those same lawyers will also offer no guarantees because you can't do this and be fully compliant when the law hasn't caught up yet.

I believe Kickstarter also have done illegal or non-legal grey area things for the same reason. Boundaries get pushed, regulation adjusts to match.

What the SEC really care about it Americans losing money. Individual securities may escape scrutiny if people make their money back but an exchange is always going to be studied with deep interest.

Someone posted that the SEC probably aren't concerned. Well you're wrong. They very much are and they have been in touch with at least two of the major exchanges. Those within bitcoin regulatory areas were aware of this issue back in late July as I was investigating the area at the time.

Exactly so this "official" exchange is just marketing.  Either governments don't give a shit then it doesn't matter and one should be more concerned about the real people behind it or governments get cranky and then it won't matter how "official" the exchange is if they really crack down hard.

The Panama Fund, SA has been registered and licensed since 2008 with Superintendencia del Mercado de Valores (English: Superintendency of Securities Market)  as a Sociedades de Inversión Privadas (English: Private Investment Company).
http://www.supervalores.gob.pa/files/Sociedades/Sociedades_Inversion_Privada_DRA.pdf

There will be a FAQ page posted on Havelock later this week addressing further questions and concerns.