Source: Cointelegraph Original: "{title}"

The staff of the U.S. Securities and Exchange Commission (SEC) has provided guidance on how federal securities laws apply to cryptocurrencies, stating that companies issuing or handling tokens that may be classified as securities should disclose their business information in greater detail.

The SEC's Division of Corporation Finance stated in an employee statement on April 10 that it is offering its perspective "to clarify the application of federal securities laws to crypto assets."

The division noted that this statement is based on observed information disclosure practices under existing disclosure requirements and "responds to specific disclosure questions raised by market participants to the staff."

Although this guidance does not have "the force of law," it indicates that cryptocurrency companies typically share a significant amount of information related to their operations when disclosing their business, such as what the company's specific business is, how the tokens operate, and how the company generates or plans to generate revenue.

Companies also need to disclose whether they plan to continue participating in the cryptocurrency network or application after its launch, and if not, whether other entities will take over.

Cryptocurrency companies should also explain their technical details, including whether the product is on a Proof of Work or Proof of Stake blockchain, block size, transaction speed, reward mechanisms, measures to ensure network security, and whether the protocol is open source.

The SEC staff also pointed out that for cryptocurrency products that do not qualify as securities and do not constitute investment contracts, registration or qualification is not required. However, the statement did not clearly define which digital assets may be classified as securities.

Commercial litigation attorney Joe Carlasare told Cointelegraph that the statement is "a welcome and fresh step toward clearer regulatory guidance."

"Adhering to these guidelines not only helps companies gain a more favorable position before regulators but also demonstrates their commitment to transparency and credibility," he said.

In the statement, SEC staff indicated that, in addition to standard business, operational, legal, and regulatory risks, issuers typically need to clearly disclose risks related to price volatility, network and cybersecurity vulnerabilities, and custody.

Issuers also generally need to provide a "substantially complete description" of the securities, including mechanisms for paying dividends, distributions, profit sharing, and voting rights, as well as how these rights are executed.

The statement further noted that companies should disclose whether the protocol code can be modified, and if so, who has the authority to make modifications, as well as whether the relevant smart contracts have undergone third-party security audits.

Other disclosures mentioned in the statement include whether the token supply is fixed, how it is issued or will be issued, and identifying executives and "key employees."

The division stated that its guidance aims to build on the SEC's crypto task force, which plans to hold a series of roundtable discussions with the cryptocurrency industry to discuss how to regulate cryptocurrency trading, custody, tokenization, and decentralized finance (DeFi).

Related: OpenSea urges SEC to exclude NFT markets from regulatory scope.

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