Utility Tokens vs. Security Tokens

A token represents a security or utility that a company has and they usually give it away to their investors during a public sale called ICO (Initial Coin Offering), in the case of utility tokens, and STO (Security Token Offerings), in the case of security tokens.

While utility and security tokens might seem similar on the surface, there’s actually some pretty complex differences behind them. Are they regulated or unregulated? Who can they be sold to? What is the purpose of the token? All of these questions can decided what is or isn’t a utility token. What about the Howey Test?

In 1946, the Supreme Court handled a monumental case. The case was SEC vs Howey which would lay down the foundation for the, now infamous Howey Test. The case was about establishing a test of whether a particular arrangement involves an investment contract or not.

The SEC and Swiss Financial Market Supervisory Authority (FINMA) have broken down tokens into two broad categories:

  • Utility Tokens
  • Security Tokens

Because most of the ICOs are investment opportunities in the company itself, most tokens qualify as securities. However, if the token doesn’t qualify according to the Howey test, then it classifies as utility tokens. These tokens simply provide users with a product and/or service. Think of them like gateway tokens.