A quick thread on Judge Kaplan's opinion in the federal class action securities suit against #BlockOne. First, it recognizes that which on-chain transactions are domestic to the US and which are not is a novel and difficult question.
https://twitter.com/AlisonFrankel/status/1559653091192053763
This matters because US securities laws and regs only apply to transactions in securities listed on US exchanges and transactions in the US concerning non-listed securities.
Class plaintiffs argued that, because some EOS network nodes were located in the US, any transaction in EOS tokens (presumed securities) on the network would be domestic, and thus US securities law would apply.
The court rejected that approach, deciding instead to apply a transaction-by-transaction assessment of which node first verified the transaction at issue. If that node is outside the US, then it isn't a domestic transaction, and the US securities laws don't apply, so it seems.
So if your token isn't listed on a securities exchange and the relevant transaction wasn't first processed by a node in the US, then the securities laws of the US would not apply (assuming arguendo that the token was a security).
This approach is only suggested for the Second Circuit, as it has a different jurisprudence undergirding these tests.
But it is obviously notable nonetheless.
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