The divided SEC vote reflects the sharp philosophical divide between the Commissioners. The three Republican Commissioners, who supported the rule changes, were primarily motivated by the belief that expanding the categories of persons who are permitted to invest in private placements would facilitate capital raising by small businesses, particularly by very small businesses. Conversely, the two Democratic Commissioners, who dissented, were primarily concerned that failing to raise wealth/…

The SEC's approval of this offering does nothing to resolve any legal uncertainty as to the regulatory treatment of digital assets.

The registration statement asserts that the instruments being offered are securities and does not suggest that there is any material likelihood that they will be transformed into a non-security. The registrant concedes that there are already numerous other platforms that offer trading in cryptocurrencies. Likewise, there are many other broker-dealers that…

CAT raises considerable cybersecurity risks that far exceed any regulatory value of the project. (See, e.g., .) At a time when the United States is highlighting the cyber risks posed by a video streaming service used by teenagers, the SEC should be giving a good bit more concern to whether there is any material reason to order the aggregation of so much economic data. While reducing the amount of such data is a good ameliorative step, many basic questions remain: (i) is this exercise worth…

This is not a mere change in the formalities. Last June, the U.S. Court of Appeals ruled that the SEC was time-barred from seeking to undo certain potentially "unreasonable" fees imposed by Nasdaq. See . In response, the SEC appears to be slowing down the fee approval process, which will, among other things, give broker-dealers and other firms affected by any fee increase an opportunity to comment on the justification for the increase. By installing process impediments to any exchange fee…