SEC Facebook

Based on information gathered by the Commission
,
the
e
n
tity
operating under
the name
“
BITCOIN DIGITAL
”
utilizing
the
domain “
www.bitcoindigital.com
”
i
s
soliciting investments in the Philippines
WITHOUT
THE NECESSARY LICENSE
AND/OR AUTHORITY
from the Commission.
To wit:
Similar to
BITCOIN REVOLUTION
and
IMMEDIATE EDGE
which are subjects
of our previous SEC Advisories,
BITCOIN DIGITAL
is
also
an unregulated entity with
unknown operators and is using
FABRICATED
or
FAKE
celebrity endorsement
s
online
including Finance Secretary Carlos G. Dominguez III in promoting its schem
e.
To show
:
BITCOIN DIGITAL
claims to be
a new “
wealth loophole
”
which offers
a lucrative
money
–
making
scheme
that will
help the public build fortunes overnight through its
“
award
–
winning
”
cryptocurrency investment platform
or
automated
–
trading program
promising a success rate of
Ninety
–
Nine Percent (99%) per transaction
similar to the
modus
of
other cookie
–
cutter website
s
already flagged by the Commission as scams.
Apparently
,
for a minimum investment of Two Hundred Fifty
Eur
os
(
€
250.00)
or almost Fifteen Thousand Pesos (Php 15,000.00)
,
BITCOIN DIGITAL
promises
a
potential
income
as high as Five Hundred Euros to Two Thousand Euros (€ 500.00
–
€ 2,000.00)
or
10
0% to 7
0
0%
profit
daily
in exchange for a very small percentage
there
from
for the use of its application
which is
surely
a
“
too good to be t
rue
”
investment program.
As
posted
online
:
Again
, the public is warned
of such possible
“
Ponzi Scheme
”
similarly
devised
like
other
cryptocurrency scams
which
system
s
or structure
s
are
based and/or
relative
to
the offering and s
elling
of securities, in the form of investment contract
s
, to the public
due to
their
promise of
lucrative
passive income.
Therefore
, the
Securities Regulation Code
(SRC) requires that said offer and
sale of securities must be duly registered with the Commission
and that the concerned
corporation and/or its agents have appropriate registration and/or license to sell such
securities to the public.
However,
based on ou
r records,
BITCOIN DIGITAL
is
NOT
REGISTERED
with
the Commission and is
NOT AUTHORIZED
to solicit, accept or take
investments/placements from the public nor to issue investment contracts and other
forms of securities defined under Section 3 of the
Securities Regulation Code (SRC)
.
BITCOIN
DIGITAL
also
manag
es
its digital exchange platform without
a
proper
registration
with the Commission
relative
to
Section 32 of the SRC on the “Prohibition
on Use of Unregistered Exchange.”
As shown
:
Moreover,
BITCOIN DIGITAL
is
likewise
NOT INCLUDED
among the
registered banks, exchanges or companies engaged in digital assets with the Bangko
Sentral ng Pilipinas (BSP) in accordance with the
GUIDELINES FOR VIRTUAL
CURRENCY EXCHANGES
(
BSP CIRCULAR NO. 944
)
.
Likew
ise,
BITCOIN DIGITAL
is also
NOT REGISTERED
either as a
crowdfunding intermediary or a funding portal under SEC Memorandum Circular No.
14, Series of 2019 or the
Rules and Regulations Governing Crowdfundin
g.
A
s such
, the
public is
advised
NOT TO INVEST
or
STOP INVESTING
in any
scheme offered by
BITCOIN DIGITAL
that
promises ridiculous rates of return with little
or no risk
.
As always
, t
he public
is reminded
t
o be cautious of
any and
a
ll
false and/or
misleading
investment opportunities offered by dubious entities such as
BITCOIN
DIGITAL
that are rampant online
.
Accordingly, t
he public is encourage
d
to
constantly
check the
Commission’s
website
at “
www.sec.gov.ph
”
and our
Official Facebook page “
Securities and
Exchange Commission Philippines
(
@PhilippineSEC
)”
for
information and/or
guidance before investing their hard
–
earned monies on any investment schemes
and/or program
s
available
relative to
our campaign
for investor edu
cation. Hence,
“
#
magINVESTiga
” and “
#
HuwagMagingBiktima
.
”
Nevertheless, the Commission assures the public that it
will
continuously
monitor
and oversee such entities and their activities in a way that it sees as proper in
order to prevent the proliferation of
their
unauthorized
and/
or illegal
operations
in the
country.
Thus
, the Commission warns
all unscrupulous individuals and/or entities t
h
at
strict penalties are imposed
for v
iolat
ions of
the
Securities Regulation Code, the
Revised Corporation Code, and such other rules and regulation enforce
d by the
Commission
.
T
hose who act as salesmen, brokers, dealers or agents of
such unauthorized
entities
in selling or convincing people to invest in the
ir
investment scheme
offered
including solicitations and recruitment through the internet may
likewise be criminally
prosecuted
and penalized with a
maximum fine of Five Million pesos
(P5,000,000.00)
or a penalty of Twenty
–
one (21) years of imprisonment or both
pursuant to Section
s 28 and
73 of the SRC.
In the same manner, t
hose who invite or recruit others to join or invest in such
venture or offer investment contracts or securities to the public
ma
y incur criminally
liability, or otherwise be sanctioned or penalized accordingly
as held
by the Supreme
Court in the case of
S
EC
vs. Oudine Santos
(G.R. No. 195542, 19 March 2014).
T
he names of all those involved will
also
be reported to the Bureau of
Internal
Revenue (BIR) so that the appropriate penalties and/or taxes be assessed
correspondingly.
Apart there
from
,
the
Bayanihan to Heal as One Act
(
Republic Act No. 11469
)
also punishes those participating in cyber incidents that make use or take
advantage
of the current crisis situation to prey on the public through scams, phishing, fraudulent
emails, or other similar acts.
It must be noted that the above laws are not aimed to hinder or pose significant
threats or
risk
s
to businesses and cryptocu
rrency projects
but
are intended for the
protection of both the registered entities and the investing public from any anomalies
and/or irregularities which tend to result from any unlawful
and/
or unauthorized
operations.
Further, the public is informed that offering and sale of securities in the form of
investment contracts using the
“Ponzi Scheme”
which is fraudulent and
unsustainable,
is NOT a registrable security
. The Commission will not issue a
License
to Sell Securiti
es to the Public
to persons or entities that are engaged in this business
or scheme. A
“Ponzi Scheme”
is a scam that involves a scheme where
monies from
new investors are used in paying “fake profits” to prior investors
and is designed mainly
to favor its
top recruiters and prior risk takers and is detrimental to subsequent
members in case of scarcity of new investors.
Also, the issuance of a Certificate of Incorporation only grants entities juridical
personality but does not constitute an authority or lic
ense for the corporation to engage
in activities that require a secondary license from the SEC such as a
License to Sell
Securities to the Public
.
Should you have any information regarding any investment solicitation activity
by any individual or group of
individuals representing
BITCOIN DIGITAL
, please send
your report to the EIPD at epd@sec.gov.ph.
For the guidance of the public.
Pasay City,
2
7
October
2020