金色财经|11月 03, 2026 01:36
[SEC Updates Crypto Asset FAQ: Governance Control Determination and Securities Law Application of Token Buybacks] Jinse Finance reports on November 3rd that the U.S. Securities and Exchange Commission (SEC) Division of Corporate Finance updated its FAQ on November 2nd regarding the federal securities laws governing crypto assets. The FAQ clarifies that participants in a broad governance mechanism who are unrelated and lack concerted action arrangements beyond governance participation are generally not considered a single group. Even if they constitute a group, they must possess control over the system's operations, economy, or voting to be considered a "central controller."
The FAQ clarifies that "functionality" and "decentralization" are different concepts. Maintenance, upgrades, and services that promote network effects after the system is functional do not fall under the "critical management efforts" in the Howey test. If the system is functional and has no central controller, an issuer's announcement of a non-securities crypto asset buyback program does not constitute a commitment to undertake such management efforts; however, if the system is not yet functional and the issuer claims that the buyback will generate returns for token holders, it may constitute such a commitment.
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