Københavns Universitet - Kurser

JJUA55277U Blockchain and New Technologies in Corporate and Capital Market Law

Volume 2022/2023

This course covers the legal and policy issues associated with blockchain, cryptocurrencies and other novel technologies – often refered to as FinTech and Legal Tech – and their use, effect and challenges to corporate and financial law.

The course will open with introduction to cryptocurrencies to provide a basic technical and social understanding of these systems. We will then explore the emerging legal landscape around cryptocurrencies and their use for legal as well as illegal purposes in developing and developed world, among others: the application of money transmission laws, classification of cryptocurrencies, Initial Coin Offerings and their regulatory framework, enforcement agencies approach to cryptocurrency, enforcement over fraud and oversight over cryptocurrency-based financial instruments.

Furthermore, the course will consider also the blockchain technology and its regulatory and policy challenges. We will explorethe most recent regulatory approaches to blockchain in Europe and in the United States. We will embark upon understanding the blockchain technology and review on its possible use and legal and policy issues that it raises within the existing corporate and financial regulatory landscape. After an overview of the technical, social and legal considerations of blockchain, we will explore the novel topics blockchain technologies raise for law, including smart contracts, distributed autonomous organizations, automated dispute resolution, fractional shareholdeing and others.

Finally, the course will explore other emerging technology and its use and regulatory considerations, including IoT, financial robo-advisory, automatic saving apps and new safety features protecting fraud and identity theft.

The course will also offer a series of guest lectures by national and international FinTech developers and entrepreneurs.

Learning Outcome

Regarding knowledge, studensts will gain understanding into the developing technology, and the policy and regulatory landscape within which these technologies operate. Students will have the possibility to review very few regulatory approaches to blockchain, cryptocurrencies and other novel technologies. They will be able to understand and explain how these technologies operate and which various legal concerns they raise.

Regarding skills, students will be able to develop the following set:

Legal skills (problem-based approach, ability to udnersand technology and complex legal and financial operations);
Design thinking (conceptualize legal problems and develop solutions);
Critical thinking (reviewing the policy and regulatory considerations for new technologies, weighting the pros and cons);
Argumentation and presentation skills (students will be asked to prepare and present a white paper of a chosen new technology);
Teamwork and problem solving;
Writing skills
Tech skills (understanding basis of new FinTech, Legal Tech and Reg Tech)

Regarding competences, students will be able to advise on legality or illegality of the existing tools and will be able to provide an advice how to appropriately design (legal design) these technologies in order to comply with the existing law.

Literature

Alexandra Andhov, Corporations on Blockchain, Cornell International Law Journal 2019 (36p)
Alexandra Andhov & Sergio Gramitto, Corporations, Technology, the Planet: Shareholding in the Digital Era, forthcoming 2020 (40p)
Alexandra Andhov, Fractional Investing, forthcoming 2020
Alex Tapscott, Cryptocurrency is just one of seven types of cryptoassets you should know, Quartz, July 25, 2018
Angela Walch, Call Blockchain Developers What They Are: Fiduciaries, American Banker, August 9, 2016
Jelena Madir, FinTech Law and Regulation, 2019 (excerpts)
Kate Rooney, Crypto industry leaders warn Congress: Figure out regulation, or watch innovation leave the US, Yahoo Finance, Sept. 25, 2018
Kevin Werbach and Nicolas Cornell, Contracts Ex Machina, 67 Duke L.J. 313 (2017)
Michael Rauchs et al., Distributed Ledger Technology Systems: A Conceptual Framework, Report by the Cambridge Centre for Alternative Finance, August 2018
Michele Finck, Blockchains: Regulating the Unknown, 19 German Law Journal No 4 (2018)
Primavera De Filippi & Aaron Wright, Blockchain and the Law, 2018 (excerpts)
Verena Zoppei, Anti-money Laundering Law, 2017 (excerpts)

Case Law:

U.S. v. Faiella, 39 F. Supp. 3d 544 (S.D. New York) 2014
SEC v. Shavers, No. 4:13-CV-415, 2013 WL 4028182

Other literature:

Blockchain Act, Lichtenstein, 2020 (excerpts)
Legal Framework for distributed ledger technology and blockchain in Switzerland: An Overview with a Focus on the Financial Sector, Federal Council Report, Dec. 14, 2018 (excerpts)
The DAO White Paper: Cristoph Jentsch, Decentralized Autonomous Organization to Automate Governance Final Draft
SEC 21(a) Report on the DAO, July 25, 2017
The Illicit World of Bitcoin and the Dark Web, the Balance, July 1, 2018

Recommended Academic Qualifications

Proficient level in English

Teaching and learning methods

Students will be reviewing existing technology white papers, case law, regulatory opinions and will prepare their “technology review” presentations, where they will be asked to explain to their colleagues specific technologies. They will be required to work with interdisciplinary resources, including technology texts and economic analyses. Furthermore, students will in groups use critical thinking and legal design thinking to develop possible regulatory strategies for new technologies. For example, students will be asked whether the existing company law regulation is prepared to reflect the use of blockchain in case of shareholder voting and whether it can absorb the technological and other practicalities. Finally, students will be asked to write short 300-word reponse paper to assigned readings or videos. They may comment on issues of particular interest to them, critique arguments or observations of the authors or podcast participants, compare or analogize these issues to others from the course, examine issues that they think were missed or remain open in this area.

Workload