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Unregistered Securities Digital Assets Investment Contract

Fenwick & West LLP

Looking Under the Hood of $TRUMP’s Legal Strategy

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On Friday, January 17, 2024, President Donald J. Trump announced the launch of the $TRUMP memecoin, which was organized and sold by CIC Digital, an affiliate of the Trump Organization. Within 60 hours, $TRUMP reportedly...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for August 2024

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The SEC’s case against crypto firm Kraken is permitted to...more

Vinson & Elkins LLP

Another Notch in the SEC’s Belt: SEC v. Coinbase, Inc.

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Another Southern District of New York (“SDNY”) court has sided with the Securities and Exchange Commission (“SEC”) in its enforcement campaign against the unregistered sale of cryptocurrency assets. On March 27, 2024, in SEC...more

Farrell Fritz, P.C.

SEC’s First Two NFT Enforcement Actions Cast Shadow of Ambiguity

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The Securities and Exchange Commission recently brought its first two enforcement actions against issuers of non-fungible tokens (NFTs), resulting in cease-and-desist orders, penalties and other remedies, finding that the...more

A&O Shearman

SEC charges Impact Theory for unregistered offering of NFTs

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On August 28, 2023, the Securities and Exchange Commission (the “SEC”) charged Impact Theory, LLC (“Impact Theory”), a media and entertainment company headquartered in Los Angeles, with conducting an unregistered securities...more

Jones Day

SEC Brings Its First Enforcement Action Against Non-Fungible Token Sellers

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Two SEC commissioners dissented and urged the Commission to provide further guidance on non-fungible tokens ("NFTs")....more

Mayer Brown Free Writings + Perspectives

For the First Time, the US SEC Sanctions an NFT Issuer for Selling Unregistered Securities in SEC v. Impact Theory

In a published settlement of the charges on August 28, 2023, the US Securities and Exchange Commission (“SEC”) stated that non-fungible tokens (“NFTs”) issued by Impact Theory, LLC (“Impact”) were “securities” under US...more

Ballard Spahr LLP

SEC Finds NFT to Be a Security in Landmark Action

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Summary - The SEC’s focus on the crypto industry expanded this week to include non-fungible tokens (NFTs). In its first NFT-enforcement action, the SEC settled with Impact Theory, a media and entertainment company, over...more

Holland & Knight LLP

A Ripple of Doubt

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Specifically, the SEC wants a change to persuade the U.S. Court of Appeals for the Second Circuit – now, not later – of its view that Torres got it wrong when she determined that the company's offer and sale of its XRP token...more

Willcox & Savage

Crypto and the SEC v. Ripple Labs, Inc. Decision: What Did the Court Actually Say?

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Earlier this month, a federal trial court judge issued an opinion ruling on whether sales of a digital token, XRP, constituted a “security” for purposes of federal securities laws. Some headlines reporting the ruling have...more

Mayer Brown Free Writings + Perspectives

Defining Digital Asset Securities: US District Court Issues Summary Judgment Rulings in SEC v. Ripple Labs

For the past several years, many have viewed “SEC v. Ripple” as one of the defining conflicts in the US crypto regulatory landscape. At the heart of this dispute is the question of whether digital tokens are “securities” for...more

Lowenstein Sandler LLP

Not Today, Gary: Court Says XRP is Not a Security

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On July 13, Judge Analisa Torres, district judge for the United States District Court for the Southern District of New York, issued a substantial order (the Order) on cross motions for summary judgment in the U.S. Securities...more

Fenwick & West LLP

SEC v. Ripple Labs: Securities Law Analysis Under Howey Applied On A Transaction-By-Transaction Basis

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It’s the Transaction, Not the Token. Issuers cannot offer or sell securities without registering them with the SEC under Section 5 of the Securities Act of 1933 or finding a valid exemption from registration. XRP is the...more

Morrison & Foerster LLP

SDNY Issues Split Decision in SEC v Ripple Labs, Potentially Complicating Analysis of When Crypto-Tokens Will Be Treated as...

On July 13, 2023, Judge Analisa Torres in the Southern District of New York issued the much-anticipated summary judgment order in the Securities and Exchange Commission’s (SEC) case against Ripple Labs and two senior leaders,...more

Latham & Watkins LLP

SEC v. Ripple: Approaching Judgment Day

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While a conclusion to the much-hyped case may be approaching, market participants should be wary of doomsday prognostications. As a new year begins, the digital assets industry is still enduring a deep and widespread crypto...more

Kohrman Jackson & Krantz LLP

The Sec Had No Love For Blockfi This Valentine’s Day

The Securities and Exchange Commission (SEC) has not hesitated to conclude that crypto assets are securities subject to the Securities Act of 1933, but with BlockFi, the SEC went a step further and, for the first time with...more

Proskauer - The Capital Commitment

Regulatory Shake-Out on Digital Assets: An Industry Waits for Additional Guidance

A threshold question in many cryptocurrency inquiries is whether the digital assets qualify as securities under the federal securities laws. If so, then they are subject to a full suite of federal securities regulations....more

Patterson Belknap Webb & Tyler LLP

A Brief Overview of the SEC’s Guidance on Cryptocurrencies in the Context of the Commission’s Enforcement Action Against Ripple...

A key question for any company considering the issuance of cryptocurrency is whether that digital asset will be treated by regulators as a security, like BP stock, or a commodity, like Bitcoin.  In 2019, the Securities and...more

Amundsen Davis LLC

Ripple Effect: SEC Lawsuit against Cryptocurrency Company May Provide Guidance For Crypto Industry

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On December 21, 2020, the Securities and Exchange Commission (SEC) filed a high-profile enforcement action against a major cryptocurrency company. The SEC complaint alleges violations of federal securities laws by defendant...more

Jones Day

Court Rules That Sales of Digital Tokens Were Illegal Unregistered Securities Offerings

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Federal court grants summary judgment to the SEC on its claim that sales of digital tokens constitute investment contracts under the Securities Act. On September 30, 2020, U.S. District Judge Alvin Hellerstein granted...more

Dorsey & Whitney LLP

Crypto and the Regulators: Will the Revolution Get Rules?

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Crypto currency began with the notion of getting “off the grid” – escaping the regulators and not being regulated. Over time that notion has transmuted. Now platforms trading crypto assets proclaim that the “revolution needs...more

Latham & Watkins LLP

Can Broker-Dealers HODL? SEC and FINRA Say Keep It Noncustodial for Now

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The regulators attempt to clarify their position on the possible custody of digital assets by broker-dealers, but questions remain. The SEC and FINRA recently released a joint staff statement (Joint Statement) addressing...more

McDermott Will & Emery

The SEC Takes Aim at Another Initial Coin Offering

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A recent complaint concerning KIK Interactive Inc. filed in the US District Court of the Southern District of New York reveals some SEC priorities for cryptocurrency enforcement actions. The complaint indicates that the SEC...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Distributed Ledger: Blockchain, Digital Assets and Smart Contracts - April 2019

In this issue, we examine the release of the much-anticipated Strategic Hub for Innovation and Financial Technology (FinHub) guidance for analyzing how U.S. federal securities laws apply to initial coin offerings, the...more

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