SEC Crypto Task Force & Other Crypto Developments
On March 21, 2025, the Securities and Exchange Commission (“SEC”) held the inaugural roundtable of its Crypto Task Force to explore the legal issues involved in classifying crypto assets under the federal securities laws. Acting SEC Chair Uyeda opened the roundtable explaining the limitations associated with applying the test developed under SEC v. W.J. Howey Co. (“Howey”). Acting Chair Uyeda highlighted instances in which courts have split on the application of the Howey test and concluded that in instances in which the SEC has provided guidance. Commissioner Peirce believes that the foundational questions in order to regulate cryptocurrencies and provide guidance revolve around the basic definition of a “security,” whether classification of an asset as a security is subject to change, how decentralization affects this analysis and whether a definition can be developed that covers different types of crypto assets and is sufficiently flexible so as to encompass assets that may be developed in the future. Commissioner Crenshaw stated that the roundtable should focus on whether crypto assets are securities subject to the SEC’s jurisdiction under existing law and, if not, whether they should be. Her remarks focused on developing a regulatory framework that promotes compliance and not avoidance of SEC rules. She noted the importance of ensuring that changes to existing laws to provide for a new asset class do not detract from investor protection. Commissioner Crenshaw closed her remarks with a series of questions posed to the participants focused on the likely risks presented by regulatory changes and how to mitigate those risks. These questions related to the proper legal authority to regulate, a loss of flexibility in existing laws, investor protection, national security and clarity in legal definitions. As might be expected for an initial roundtable, participants had many more questions than answers regarding the appropriate regulatory framework for these assets.
Prior to the roundtable, Senator Warren and Representative Auchincloss sent a letter to the SEC taking issue with the decision not to enforce securities laws against meme coins. The letter went on to express concern about the timing of the decision being shortly after President Trump and First Lady launched their own meme coins. See our prior blog post.
Several days after the Roundtable, Commissioner Peirce gave remarks at a blockchain conference in which she commented on the need to continue to work toward a regulatory framework for crypto. The Commissioner noted that the SEC had received written submissions and had scheduled additional roundtables. She noted that the SEC welcomed requests for no-action letters or exemptive relief in this area. In her remarks, Commissioner Peirce raised interesting jurisdictional questions regarding crypto regulation. She called on Congress to play a role in mitigating “regulatory overload” and cited a number of possible approaches for minimizing jurisdictional overlap among the many agencies that might naturally be involved in regulating crypto assets.
Chairman Uyeda’s full roundtable related remarks are available here: https://www.sec.gov/newsroom/speeches-statements/uyeda-remarks-crypto-roundtable-032125
Commissioner Peirce’s full roundtable related remarks are available here: https://www.sec.gov/newsroom/speeches-statements/peirce-remarks-crypto-roundtable-032125
Commissioner Crenshaw’s full roundtable related remarks are available here: https://www.sec.gov/newsroom/speeches-statements/crenshaw-remarks-crypto-roundtable-032125
A summary of Senator Warren and Representative Auchincloss’ letter is available here: https://www.banking.senate.gov/newsroom/minority/senator-warren-and-representative-auchincloss-call-on-sec-to-explain-legal-loophole-for-trumps-meme-coins
Commissioner’s Peirce’s remarks before the DC Blockchain Summit are available here: https://www.sec.gov/newsroom/speeches-statements/peirce-remarks-dc-blockchain-summit-032625
See the written submissions in response to the Crypto Task Force’s request for public comment here: https://www.sec.gov/about/crypto-task-force/crypto-task-force-written-input
