The Full Court of the Federal Court of Australia has dismissed an appeal brought by ASIC against Wallet Ventures (previously known as Finder Wallet), upholding the decision of the primary judge, Markovic J, that a crypto-related product, Finder Earn, was not a “debenture” for the purposes of the Corporations Act 2001 (Cth).
Emma Beechey appeared for ASIC, led by Jeremy Giles SC, instructed by Anna Ross of Corrs Chambers Westgarth.
Greg O’Mahoney appeared for Wallet Ventures, led by Nicholas Owens SC (as his Honour then was), instructed by Jesse Vermiglio, Tim Dixon and Sarah Archer of Holley Nethercote Lawyers.
The Full Court (Stewart, Cheeseman and Meagher JJ) held that the Finder Earn product did not involve an undertaking by Wallet Ventures to repay as a debt money deposited with or lent to it for the purposes of that statutory definition. Accordingly, Wallet Ventures did not need a financial services licence to sell the product.
Addressing the relevant cryptocurrency, TrueAUD, the Full Court, having noted that there was no allegation that the relevant product was “in any sense a sham”, said: “The bundle of rights and entitlements conferred on the holder of TrueAUD are not the same as those conferred on the holder of money.” The fact that TrueAUD is pegged to AUD at a 1:1 ratio did not, their Honours held, change the overall analysis where “TrueAUD remains a species of property.”
A copy of the decision can be found at: https://www.judgments.fedcourt.gov.au/judgments/Judgments/fca/full/2025/2025fcafc0093
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