May 27, 2021

ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT

SEC ADVISORY

The Securities and Exchange Commission ("Commission") has received information

th a t CHRISTIAN ALBERT GAZA ("Xian Gaza"), individuals and/or group of persons
representing XIAN COIN ("XNC") are enticing the public to invest in its digital currency
claiming that the holders of XNC will enjoy a high range of price stability and appreciation
of value due to the fact that it is taking advantage of a single, centralized supply chain. It
further claims that it is independently controlled by the virtual crypto currency bank of
Xian Gaza with a limited global supply of 75 million XNCs.

The term "digital currency," "digital asset" or "digital token" generally refers to an
asset issued and/or transferred using distributed ledger or blockchain technology,
including assets sometimes referred to as "cryptocurrencies," "virtual currencies" and
"digital coins."
Accordingly, a blockchain or distributed ledger is a peer-to-peer database, spread
across a network of computers that records all transactions in a theoretically
unchangeable, digitally recorded data packages. Blockchains typically employ a consensus
mechanism to validate transactions, which among others aims to achieve an agreement
on data value on the state of ledger. They are usually traded on a digital asset trading
platforms in exchange for other digital assets or fiat currency. Some digital assets are
"native tokens" which means that they are represented on their own blockchain, though
other digital assets may also be represented on the same blockchain.

Based on its website https://xianco.in/ Xian Coin or XNC is a centralized digital

currency powered by the Etherium Blockchain that is exclusively traded by its coin holders.
It is owned and issued by a virtual cryptocurrency bank where you can exchange your
coins to Xian Coin, Colombian Peso, Mexican Peso, Brazilian Real, Peruvian Sol and
Philippine Peso. It also states that the primary function of Xian Coin is to create a powerful,
unregulated and untraceable financial payment system that will power transactions and
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 businesses across geographical spheres.

To avail of XNC Coins, the investor must do the following:

1. Download the MEW WALLET — ethereum wallet app on Google Play Store and
Apple Play Store;
2. Message your FIRST NAME and HOMETOWN to NYEAM VLOGS page
(www.facebook.com/NYEAMVLOGS);
3. Go to XIAN GAZA Facebook group and wait for your FIRST NAME AND
HOMETOWN to be posted in the comment section of XIAN COIN CHAT
AUTHENTICATOR post;
4. Once you have seen your FIRST NAME AND HOMETOWN in the comment
section of the XIAN CHAT AUTHENTICATOR post, you may now ask the page
admin for the GCASH ACCOUNT or BANK ACCOUNT DETAILS on where you will
transfer your funds, and inform the page admin how many coin you would like
to buy;
5. Once you have transferred your funds via GCASH and BANK TRANSFER you can
take screenshots as proof and send to the admin page;
6. Fill out the XIAN COIN INFO SHEET to be provided by the page admin and send
together with 1 valid government issued ID; and
7. Go and join the official Facebook group that will be given to you by the admin
page.

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 Based on the foregoing, XIAN COIN or XNC partakes of the nature of securities in the
form of investment contract due to its centralized nature and is therefore subject to the
regulatory authority of this Commission.
Under the Howey Test, 1 an investment contract exists when there is an investment
of money in a common enterprise with a reasonable expectation of profits to be derived
from the efforts of others. Hence, investment of money in XIAN COINS pooled by Xian
Gaza, motivated by expectation of profits generated from their supposed price
appreciation from the promotional efforts of Xian Gaza, constitute an investment contract.
The US SEC in its investigative report in "The DAO" case, said that "securities law
may apply to various activities, including distributed ledger technology, depending on
particular facts and circumstances, without regard to the form of the organization or
technology used to effectuate a particular offer or sale."
Thus, the offering and selling of Xian Coins to the public without a permit or license is
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 a violation of Section 8.1. of the Securities Regulation Code.
The records of the Commission show that XIAN COIN is not registered with the
Commission neither as a corporation nor as a partnership. Further, it is NOT
AUTHORIZED to solicit investments from the public since it has not secured prior
registration and/or license from the Commission as prescribed under Sections 8 and 28 of
the Securities Regulation Code.
Likewise, Xian Coin is not a registered Virtual Asset Service Provider (VASP) with the
Bangko Sentral ng Pilipinas under Circular No. 1108, series of 2021 or the Guidelines for
Virtual Asset Service Providers.
In the same manner, those who invite or recruit other people to join or invest in this
venture or offer investment contracts or securities to the public may be held criminally
liable under Section 28 of the SRC penalized with a maximum fine of Five Million Pesos
(P5,000,000.00) or imprisonment of Twenty One (21) years or both pursuant to Section 73
of the SRC (SEC vs. Oudine Santos, G.R. No. 195542, 19 March 2014).
Thus, the public is hereby WARNED that the scheme employed by XIAN COINS
clearly shows indication of a possible Ponzi 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 member in case of
scarcity of new investors.
Furthermore, RED FLAGS or warning signs abound in connection with this virtual
asset project as follows:
• Unsavory reputation of Christian Albert Gaza or Xian Gaza, the self-proclaimed
"Pambansang Scammer," who even boasted that the money from Xian Coins
will bankroll his underground activities. Gaza has been the subject of a previous
SEC Advisory for his Cristiano Alberto Real Estate Fund (CARE Fund).
• Promise of extravagant returns by Xian Gaza in his videos where he declares to
be the sole issuer of Xian Coin, controls the value of thereof and claims that its
value will go up. Unlike other digital assets which are decentralized and use
consensus mechanism such as proof-of-work/proof-of-stake or mining and
whose value is dependent on supply and demand, Xian Coin is centralized, pre-
mined or generated and whose supply and purported value is controlled by
Xian Gaza.
• Xian Coin has no white paper. A white paper is an important document which
details its design and development, its evolution and how it will generate
business. Thus, having no white paper makes the project dubious and ought to
be treated with suspicion.
• Xian Coin has no working model. A working model will determine how the
money of the investors will make returns.
• Xian Coin is heavily promoted by Gaza in his Facebook page posting the alleged
total amount of investments per month from investors.
• Xian Coin is not registered and traded with recognized cryptocurrency
exchanges and contrary to Gaza's claims, has no particular use cases.
• Xian Coin as stated is not a registered VASP with the BSP.
• Xian Coin has no permit to offer and sell securities.
Accordingly, the public is advised NOT TO INVEST or STOP INVESTING in any
scheme offered by any individuals/entities operating under XIAN COIN or such other
entities engaged in similar activities or initial coin offerings and digital asset trading which
are not compliant with the BSP and the Commission.
Should you have any information regarding the operation of XIAN COIN, please send
your report to the Enforcement and Investor Protection Department at epd@sec.gov.ph.

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 For the guidance of the public.
Pasay City, May 27, 2021.

Footnotes

1. Securities and Exchange Commission vs. W. J. Howey, 328 U.S. 293.

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