Elongong wants to set up a motorway-based battery recharging scheme. Elongong has planned this for years and has thought of everything and documented the venture in detail. He needs investors to help him fund the venture. Elongong wants investors to give him digital tokens (BBI) in return for a right to a share of profits in the scheme (he calls the units of return from the scheme BProfit). Elongong promises to use and pool (he calls this BPool) the digital tokens exclusively for developing and implementing the highway-based battery recharging scheme (he calls this the BVenture).

However, Elongong says that investors will not be able to control him or influence any decision he may make in relation to the BVenture (he calls this the BZeroControl state).

You are interested in the BVenture and give Elongong some BBI and in return Elongong gives you a certificate entitled BCert which entitles you to BProfit, like all other investors. Elongongs BVenture does not go well, and all 25 investors lose their BBI.

a) Is the BVenture a managed investment scheme? (10 marks)

b) If so, does it need to be registered? (5 marks)

c) Is the BCert a financial product? (5 marks)