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Companies and projects have increasingly relied on the sale of digital assets, or tokens, as a means of fundraising. These tokens generally do not grant the holders an ownership interest in the issuing company or project, but may provide governance rights, access rights or other utility. This has been conducted through public sales known as initial coin offerings (ICOs), proliferation through token generation events (TGEs) or private sales, among other mechanisms. While showing characteristics of traditional methods of fundraising, there are a range of unanswered questions related to the legal classifications of such products. As ICOs and TGEs will usually be distributed online and internationally, there is usually no single legal framework applying to such transaction, and the legal framework of each market in which the tokens may be offered or sold needs to be considered.
Introduction
Attitude of the country towards ICOs/token sales
There are no reservations. Please refer to our previous answer to section f).
Legal affairs
Presence of any explicit regulation on ICOs and the issuance of token/coins
Uruguay does not yet have any specific ICOs/token regulations in place. However, the CBU Innovation Office published the Conceptual Guideline for the Regulatory Treatment of Virtual Assets in Uruguay which seeks to provide a conceptual framework aimed at understanding and categorizing the different instruments and their operations, in order to contribute to the analysis of a regulatory approach for virtual assets. Please refer to our previous answer to section f) legal affairs ii).
Presence of any explicit restrictions on ICOs or the issuance, distribution and/or transfer of token/coins
No.
Obligations and requirements to issue token/coins
Uruguay does not have any specific regulation in token/coins. Please refer to question refer to our answer to question f).
Classification of token/coins in the jurisdiction
ICO are included in the definition of Virtual Assets provided by the CBU. Please refer to our previous answer to question f) legal affairs ii).
Presence of a duty to publish a prospectus bevor offering token/coins to investors
N/A
Presence of AML/KYC requirements that are needed to be fulfilled regarding (i) the initial issuance of token/coins and (ii) any following transfer of token/coins to third parties
N/A
Additional comments regarding (i) the legal situation for ICOs/token/coins and (ii) any following transfer of token/coins to third parties
Please refer to our previous answer to section f) legal affairs ii).
Economic conditions
Market size for ICOs/token sales and existence of any previous regulated ICO/token sales in the jurisdiction
N/A
Additional comments regarding the economic situation for ICOs/token sales or what companies must be aware of in this business area
N/A