Ashley N. Baker- Thank you for your comments and welcome to the wild wild west, or specifically, the “hell on wheels” part of it.
I leave formal securities analysis to the experienced securities lawyers. but if you want amateurish analysis based on one guy’s view of Howey, then you’re in the right place. For the BFX token, you appear to have investment of money (conversion of debt obligation) & common enterprise (the “Bitfinex system”). But then its not so simple. What’s the expectation of return? Bitfinex was vague and aspirational in their statements- but there are vague but extant promises to repay/redeem BFX tokens. What managerial efforts are relied upon? The hope that Bitfinex will be solvent enough to repay, right? So, its thin but probably fits. Note that there’s no schedule, promise or obligation established. Lawyers can be wiggly.
Code is not law. Code, as used in the Stephan Tual context, is a set of instructions to a computer that instructs it when and how to ask for inputs and what to do with those inputs. Code does not tell me how to handle a bug in the code, or a bug in the underlying programming language in which that the code is written, or a breach of good faith and fair dealing external to the code’s operation by the participants in the code, or whether the letter or intent of the code (whatever that means) should govern, or what to do when the power goes out mid-computation and the hard drive holding the contract is fried.
Law includes (1) that same type of logical data handling but also sets up (2) governance (in the soft, equity-loving sense) and (3) dispute resolution. Can naked code include these things? I think (in order) yes, maybe (ask Ian Grigg- he’d know), and yes.
Would love to hear your thoughts on my pre-caffeine rantings.