In the Matter of BitClave PTE Ltd. Admin. Proc. File No. 3-19816
Aug. 29, 2022
On May 28, 2020, the Commission instituted and simultaneously settled cease-and-desist proceedings (the “Order”) against BitClave PTE Ltd. (“BitClave” or “Respondent”), an early-stage blockchain services company that operates through an entity in Singapore and maintains its principal place of operations in San Jose, California. In the Order, the Commission found that from July 2017 through November 2017, BitClave raised a total of approximately $25.5 million worth of digital assets from approximately 9,500 investors, including individuals in the United States, based on unregistered offer and sale to the public of digital asset securities called “Consumer Activity Tokens” (“CAT”). The Commission found that BitClave violated Sections 5(a) and 5(c) of the Securities Act for failing to file a registration statement as to the offering of CAT, and sold CAT to thousands of purchasers, including persons throughout the United States and foreign persons, and that such sales occurred through the use of interstate facilities-in this case, over the internet. Furthermore, BitClave did not purport to conduct the offering pursuant to any registration exemptions (nor did it qualify for any exemption). The Commission ordered the Respondent to pay a total of $29,344,197.00 in disgorgement, prejudgment interest, and civil money penalty to the Commission, pursuant to the payment plan detailed therein. The Commission also created a Fair Fund, pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, so the penalty, along with the disgorgement and prejudgment interest, collected can be distributed to those harmed by the Respondent’s conduct described in the Order (the “Fair Fund”). See the Commission’s Order: Release No. 33-10788.
The Fair Fund consists of the $10 million received from the Respondent. Any additional funds received pursuant to the Order, will be added to the Fair Fund for distribution to investors harmed by the Respondent’s conduct described in the Order.
Pursuant to the Order, the remaining funds are due by November 24, 2020.
On December 1, 2020, the Commission issued an order appointing Miller Kaplan Arase LLP as the Tax Administrator of the Fair Fund. See the Commission’s Order: Release No. 34-90545.
On April 22, 2021, the Commission issued an order appointing Kurtzman Carlson Consultants as the fund administrator of the Fair Fund and set the administrator’s bond. See the Commission’s Order: Release No. 34-91647.
Questions regarding the filing of a claim should be directed to the SEC’s Office of Distributions mailbox listed below.
On March 8, 2022, the Commission issued an order setting the administrator’s bond amount. See the Commission’s Order: Release No. 34-94381.
On December 1, 2022, the Commission published a notice of the proposed plan of distribution and opportunity for comment and simultaneously published the proposed plan of distribution (“Proposed Plan”). The notice provides the public with 30 days to submit their comments on the Proposed Plan. See the Commission’s Notice: Release No. 34-96423 and the Proposed Plan.
On February 9, 2023, the Commission issued an order approving the Proposed Plan and simultaneously posted the approved corrected plan of distribution (the “Plan”). See the Commission’s Order: Release No. 34-96869 and the Plan.
The Plan provides for the distribution of the Fair Fund to compensate investors for their losses relating to the offer and sale of a digital asset security, Consumer Activity Tokens, issued by BitClave, and purchased from July 25, 2017 and through May 27, 2020, inclusive, as calculated by the methodology used in the plan of allocation in the Plan.
A claim form is available here. Claim forms must be postmarked no later than: August 8, 2023.
For more information, please contact the Fund Administrator:
Kurtzman Carlson Consultants
Telephone Number: 888-792-0204