Crypto Task Force Written Input

Please find written input submissions to the Crypto Task Force below. The written input is posted without modification. We hope sharing the submissions will help encourage productive dialogue and continued engagement. Please note that the “Key Points” and “Topics” are AI generated. AI can make mistakes, and the Key Points and Topics are not a replacement for you reading the submissions. The Crypto Task Force has not reviewed these AI-generated summaries for accuracy or completeness. If you believe a Key Point or Topic is inaccurate, please email the Crypto Task Force at crypto@sec.gov. The written input provided to the SEC and posted on this page does not necessarily reflect the views of the Crypto Task Force or others in the U.S. Securities and Exchange Commission.

Date Written Input Topic(s) Key Points
Stephen Keen

Stablecoins—Potential Conflicts Between the Commission Staff’s Interpretation 		Custody, Security Status, Trading
  • The memo highlights a potential conflict between the SEC's requirements for Covered Stablecoins and state financial authority requirements, particularly those of the NYDFS.
  • It suggests that the SEC staff contact state agencies to align on Reserve requirements for Covered Stablecoins to avoid violations of federal securities laws.
  • The memo recommends clarifying the SEC's Statement on Stablecoins to ensure issuers understand the need for potential registration under the Exchange Act, Investment Company Act, and Advisers Act.
CCI's Proof of Stake Alliance (POSA)

Re: Law and Policy Considerations Relevant to Staking Services 		Custody, RFI Responses, Safe Harbor, Security Status, Trading
  • Staking and Staking Services do not constitute securities transactions under federal securities laws, as they do not meet the criteria for investment contracts or notes.
  • The provision of Staking Services involves technical activities that secure blockchain networks and are compensated through protocol-defined rewards, not managerial efforts.
  • Regulatory clarity is requested to confirm that staking activities do not constitute the offer and sale of securities, which would help the industry flourish with U.S. participants.
     
Charles V. Callan, Broadridge Financial Solutions

Subject: Comments on the SEC Crypto Task Force’s February 21, 2025 Request for Information (“RFI”) 		Custody, Public Offerings, RFI Responses, Security Status, Tokenization, Trading
  • Broadridge supports the development of tailored disclosure requirements for crypto assets to enhance investor protection and suggests that disclosures should include both traditional financial information and crypto-specific details.
  • The letter emphasizes the importance of frequent updates on material information for crypto assets, with a recommendation for monthly updates or updates as changes occur.
  • Broadridge highlights the need for greater financial literacy education to help investors understand the unique attributes and risks associated with crypto assets.
Ronald Feiman, Carter Ledyard & Milburn LLP

StableCoins Are (Not Just Similar to) Money Market Funds 		Custody, Security Status, Trading
  • StableCoins must develop and utilize mechanisms to maintain a stable value relative to a reference asset, which may involve holding a fixed amount of the reference asset or maintaining an asset base that parallels the reference asset.
  • If a StableCoin platform's business involves investing or trading in securities, it may be required to register as an investment company under the Investment Company Act of 1940, unless it qualifies for an exemption.
  • The SEC has a regime for investment companies aimed at maintaining a stable value, such as money market funds, which includes diversification, transparency, and valuation policies.
Lilya Tessler, Sidley Austin LLP, on behalf of The Digital Chamber

Security Status of Certain Crypto-Asset (Token) Transactions 		Custody, RFI Responses, Security Status, Trading
  • The letter discusses the criteria for determining whether certain crypto-asset transactions qualify as securities under existing regulations.
  • It outlines the regulatory implications for entities involved in the issuance, trading, and custody of these crypto-assets.
  • The letter emphasizes the need for clear guidelines to ensure compliance and protect investors
Solana Policy Institute, Superstate Inc., and Zagreus Services LLC (dba Orca Creative)

RE: Project Open - Proposing the Open Platform for Equity Networks 		Custody, Public Offerings, Regulatory Sandbox, Security Status, Tokenization, Trading
  • The SEC is requested to exercise its exemptive authority under Section 28 of the Securities Act of 1933 and Section 36 of the Securities Exchange Act of 1934 to permit the issuance and trading of equity securities on public blockchain networks.
  • Project Open Token Shares would be issued via a registration statement filed with the SEC and subject to periodic reporting requirements under the '34 Act.
  • All Token Shares must be held in either non-custodial/self-custodial trader wallets or sub-wallets created for a trader and held by a Broker-Dealer or other appropriate third-party custodian.
     
SEA SWAMI LLC

The Tunney Act 		Custody, Security Status, Trading
  • The Tunney Act governs the judicial review process for consent decrees proposed by the DOJ in antitrust cases, ensuring transparency, public interest, and judicial oversight.
  • The Act's procedural framework could hypothetically be adapted to regulate cryptocurrency markets, addressing concerns like market manipulation, monopolistic practices, or consumer protection.
  • The framework involves mandatory settlement proposals, public disclosure and comment periods, judicial review, interagency coordination, and enforcement and compliance mechanisms.
Johann Kerbrat, Robinhood Crypto

Re: Tokenization of Real-World Assets 		Custody, Security Status, Tokenization, Trading
  • Tokenization of RWAs will transform market structure, reduce risk, and provide numerous benefits to market participants.
  • A new federal regulatory approach is needed to allow tokenization to flourish and provide consistency to the marketplace.
  • Broker-dealers should be permitted to custody and trade tokenized RWAs and other digital assets more freely.
     
Etherealize

Modernizing Transfer Agent Rules for U.S. Leadership in Tokenized Securities 		Custody, RFI Responses, Safe Harbor, Security Status, Tokenization
  • The memo urges the SEC to issue interpretive guidance clarifying that ancillary actors in decentralized blockchain systems are not considered transfer agents.
  • It recommends using the SEC's exemptive authority to create blockchain-based exemptions to existing transfer agent registration mandates.
  • The memo suggests exploring smart contract equivalency to fulfill specific transfer agent functions and establishing standards for blockchain record-keeping systems.
John A. Zecca, Nasdaq, Inc.

Re: What’s in a Name? A Stock by Any Other Name ... Nasdaq Inc.’s Response to “There Must Be Some Way Out of Here” 		Custody, Public Offerings, Regulatory Sandbox, RFI Responses, Safe Harbor, Security Status, Tokenization, Trading
  • The document emphasizes the need for a clear and predictable taxonomy for digital assets to ensure consistent regulation and avoid market distortions.
  • It advocates for a regulatory framework that balances innovation with investor protection, suggesting a light-touch regime for digital assets posing lower risks.
  • The document proposes the establishment of a temporary safe harbor for digital assets not yet clearly classified, allowing them to go to market quickly while pending definitive regulatory classification.