Coinbase is preparing for a years-long court battle with the U.S. Securities and Exchange Commission, the company’s chief executive told CNBC Tuesday, after the regulator warned the cryptocurrency exchange of potential violations of securities law.
Last month, the SEC issued Coinbase with a Wells notice, which is often one of the final steps before the regulator formally issues charges. It generally lays out the framework of the regulatory argument and offers the potentially accused an opportunity to rebut the SEC’s claims.
Brian Armstrong, CEO of Coinbase, called the issuing of the Wells notice “unfortunate” and said the company has not got any more information on the specific issues the SEC has.
“We’ve met with them over 30 times in the last year … never got a single piece of feedback from them about what we can be doing better or differently, and then this Wells Notice arrived,” Armstrong told CNBC in an interview.
“I think we’re going to have to actually end up going to court to get the clarity we need and create the case law.”
Case law refers to judicial precedent.
The SEC has ramped up its scrutiny on crypto firms, going after companies it alleges are offering unregistered securities. The SEC is using enforcement actions to target firms.
One of its most high profile lawsuits is with a company called Ripple, which has been going on since 2020. The SEC alleges Ripple sold unregistered securities. Ripple disputes the claim.
When asked by CNBC if Coinbase is prepared for a years-long battle with the SEC, Armstrong replied, “Absolutely.”
“We never seek litigation but it seems in this case they have initiated it and if we need to go to the courts to get the clarity that we need then we are very prepared to do that,” Armstrong said.
The cryptocurrency industry has complained that the SEC has not given companies clarity on what they can and cannot do. The SEC, meanwhile, argues that the rules are clear under existing laws.
Armstrong accused the SEC of an “abdication of responsibility.”
“The regulators’ job is to publish a clear rulebook and allow that market to be safe but also to flourish in that country and I think they’ve completely abdicated responsibility,” Armstrong said.
The SEC was not immediately available for comment when contacted by CNBC.
Investors in Coinbase, which is listed in the U.S. and whose stock is up around 90% this year, will be watching how the SEC issue plays out. Barclays said in a note this month that “regulatory overhang” on Coinbase’s stock “increased meaningfully” when the SEC issued the Wells notice.
“We think the most onerous outcome could be that, if various crypto assets are deemed securities, Coinbase would therefore need to register as a securities exchange, in order to keep offering trading in those assets,” Barclays added.
“Furthermore, under current securities law, securities exchanges are not permitted to offer services directly to retail customers, and Coinbase could theoretically be forced to separate the exchange and broker portions of the business.”
Coinbase considers relocating from the U.S.
On Tuesday, Armstrong spoke at a fintech event in London. He said said the U.S. “has the potential to be an important market in crypto” but right now is not delivering regulatory clarity. If this goes on, he said, then Coinbase would consider options of investing more abroad, including relocating from the U.S. to elsewhere.
“I think if a number of years go by where we don’t see regulatory clarity around us … we may have to consider investing more elsewhere in the world. Anything including, you know, relocating,” Armstrong said.
He added that the company is “looking at other markets” to invest in beyond the U.S. and was “probably going to invest more” in the U.K., given in its push to position itself as a crypto hub.
“We’re a business … like any business we have a budget and we have to decide where to allocate it. And so that means what products we want to build, but it also means what countries we want to invest it in any given year,” Armstrong told CNBC.
“And with the U.S. kind of lagging a little bit … we are looking at other markets.”