The Evolution of Securities in the Blockchain Era: Understanding Security Token Offerings (STOs)

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What is a Security Token Offering (STO)?

Security Token Offerings (STOs) represent a regulated fundraising method where companies tokenize tangible and intangible assets—such as stocks, real estate, or collectibles—using blockchain technology. These digital tokens certify ownership rights and are compliant with securities regulations.

Key Features of STOs:


Defining Securities: The Howey Test

The Howey Test (1946) establishes four criteria to classify an investment as a security:

  1. Investment of money.
  2. Expectation of profits.
  3. Common enterprise.
  4. Profits derived from efforts of others.

STOs typically meet these criteria, ensuring investor protection under existing frameworks.


Advantages of STOs

1. Enhanced Liquidity and Accessibility

2. Lower Barriers for Businesses

3. Transparency and Security


STOs vs. ICOs: Why Regulation Matters

FeatureSTOsICOs
RegulationCompliant with securities lawsUnregulated
Asset BackingTangible assetsNo collateral (high risk)
Investor RiskLower (transparent valuation)High (fraud prevalent)

Example: U.S. FTC reported $8M+ losses in crypto scams (2020), highlighting ICO risks.


Challenges and Regulatory Gaps

1. Valuation Complexity

2. Cross-Border Compliance

3. Market Volatility


The Future of STOs in Hong Kong

Strategic Opportunities:

  1. Digital Currency Integration: Develop CBDC (Central Bank Digital Currency) settlements for STO trades.
  2. Greater Bay Area Synergy: Leverage wealth funds to boost cross-border token liquidity.
  3. Global Leadership: Position Hong Kong as a hub for compliant virtual asset trading.

FAQs About STOs

1. Are STOs safer than ICOs?

Yes. STOs are asset-backed and regulated, reducing fraud risks.

2. Can retail investors participate in STOs?

Currently, STOs primarily target professional investors due to compliance requirements.

3. How does blockchain benefit STOs?

It ensures transparency, security, and immutable record-keeping.

👉 Discover how STOs are transforming finance


Authored by Dr. K.S. Tse (HKU Business School) and Mr. M.C. Ho (HKU SPACE). Originally published on March 29, 2023.


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