CTF Written Submission

Coalition for Cooperative Blockchain Organizations - Proposed Rulemaking - Non-Fungible Membership Interests

April 30, 2025
  • A growing number of decentralized autonomous organizations use cooperatives or similar legal entities as a wrapper (e.g., Coinage Media, Collab.Land, Opolis, SporkDAO).
  • For decades, the Securities and Exchange Commission has treated non-transferable cooperative memberships and similar interests as non-securities (e.g., Green Bay Packers stock), but SEC regulations do not provide an explicit “safe harbor” for such membership interests, which means DAOs that issue non-fungible, non-transferable membership tokens must either obtain an SEC no-action letter with respect to the membership tokens or issue membership tokens subject to the risk of SEC enforcement.
  • The SEC rulemaking proposed herein would provide a “safe harbor” for non-transferable memberships that meet certain criteria.

Last Reviewed or Updated: May 1, 2025