A federal appeals court has held that secondary market sales of a token, executed on an anonymous order book with no accompanying promises from the issuer, did not on the record before it constitute investment contract transactions.
The opinion is careful about its own limits. It turns on the absence of issuer statements reaching the secondary buyers, and it does not disturb the treatment of the original fundraising sales.
That distinction is doing enormous work, and it is the part practitioners expect to be litigated next. Most tokens are promoted continuously by the entities that issued them.
The agency has not said whether it will seek rehearing. A spokesperson declined to comment on pending litigation.
The docket number and the full opinion are linked in our published source notes so readers can check the reasoning themselves.
