She’s All About That Tech: legal and regulatory musings for AI, Web3, BigData, Cybersecurity and Privacy. (posts are not legal or financial advice).

Joined July 2011
Pretty sure Taylor Swift concert tickets are a security under the Howey Test as applied by Gensler’s SEC. All sold out in presale and you can sell a $200 for $4000 on the stubhub exchange. Sold to support building the platform for the concert.
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DM me to meet up at Money 20/20 in Vegas this coming week.
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Happy birthday to @Amystreet, my Miami lil sis! 🎂What a year! Quit the job, bet on herself, helped launch @SuperteamUSA, rescued a bird, moved into a Miami penthouse and conquered trolls. All while being fabulously Amy. The only question is, what’s next?!
🤖 Made with AI
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Ask a DAT which share count sits under its mNAV. @BNBStandard publishes the full register next to an Adjusted NAV reconciled to GAAP equity, and archives the numbers every trading day so anyone can check. $BNC #DATtransparency
1/ BNB Standard’s new website is live at bnbstandard.com. It’s our first step in introducing BNB and the standard we set for ourselves to a wider investor audience. $BNC $BNB
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CFTC Reg CTX and Reg CAM): cftc.gov/media/14716/ANPRM_C… platform offering margin or financing to retail customers would need a new CFTC license covering its entire spot book, and the CFTC says that license preempts state money transmitter rules. Tokenized securities stay with the SEC.
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Congrats to @BNBStandardCo 5,799 community votes picked the name. I watched this one from closer than usual. Glad to see it land.
New name. New look. Same ticker, $BNC on the Nasdaq. Effective today, we are BNB Standard Corporation. You voted. 5,799 votes over five days, and BNB Standard took the largest share at about 47%. Full release: bit.ly/3V82a69 #BNB
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Just a little time left to vote in the advisory poll. Which do you like ?
Help name the future of $BNC. Vote below. Have another idea? Share it in the replies. Advisory poll. Not a shareholder vote. Final name subject to Board approval and legal clearance.
17%BNB Strategies
47%BNB Standard
8%BNB Reserve
28%BNB Treasury Company
5,799 votes • Final results
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223 votes and counting, Advisory, non-binding, and more fun than most of the governance work on my desk this morning. Cast your vote.....
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"I believe that man will not merely endure: he will prevail." William Faulkner
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See me on Stablecoins: Opportunity or Threat for Banks panel at event by @DuaneMorrisLLP and @AMINABankGlobal in Miami on 9/1. My short answer: the wrong question. Stablecoins are not competing with banks. They are competing with the deposit franchise. duanemorris.com/events/stabl…
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1/ The SEC's Regulation Crypto Assets proposal dropped.sec.gov/files/rules/proposed…
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6/ Anyone who has advised a token issuer understands why that matters. The hard question was never how to raise. It was how to ever stop being a securities issuer. Until now that was a one way door.
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7/ The SEC itself asks whether issuers will use Rule 400 at all, since reliance concedes that the asset was subject to an investment contract and that you were its issuer. Comments are due 60 days after Federal Register publication. More thoughts to come as I dive deeper.
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A rare talent for turning regulatory alphabet soup into something worth reading from @xethalis
Taps sign. Lot of work to do in H2 of 2026, but not just on the Hill.
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Margaret Rosenfeld retweeted
Replying to @leereiners
@leereiners - Not sure if your post counts as a subtweet, exactly, but I wouldn’t have minded your tagging me. As you know, I’m a firm believer in a robust debate on these important issues, and I have always valued your perspective, even when we disagree – sometime strongly. The fact here is that your premise is foundationally mistaken. It is Judge Rakoff’s decision that was the outlier and, regardless, referring to a handful of federal cases, almost all of which were decided at a motion to dismiss - the most preliminary stage – as “most of crypto’s history” is uncharacteristically misleading on your part. The fact is that the federal case law that exists on this topic remains unsettled, but it had unquestionably been trending away from the position you advocate (for example, you failed to mention Judge Orrick’s key decision in Payward, which affirmatively admonishes the SEC for referring to tokens as “crypto asset securities”). As I wrote about extensively in Ineluctable Modality (which reviewed and indexed every single federal appellate Howey case), courts have consistently taken a flexible view when a purported sale of a product or service appears in economic reality to be more appropriately considered a fundraising scheme subject to the federal securities laws. That’s right on policy and right on law. However, the position you advocate for in your article is not that, nor is it what is contained in the Clarity Act July text. Howey-type fundraising would remain subject to the federal securities laws and places measured obligations on the fundraising party. (It is fair to ask whether those obligations are too measured, but “Reg Crypto” and most of the features you describe were the subject of a multi-year policy discussion and relatively little has changed in that regard since the January 2026 text.) The consistent problem you face, and the fundamental flaw of the position you advocate for, is that most tokens are simply not themselves securities in any cognizable way. That is, unlike any other type of financial instrument recognized as a security, if you examined a given token on its face, assuming it did not provide “disqualifying financial rights”, you would not be able to identify it as a “security”. Critically most tokens lack the fundamental element of a security - a security’s “ineluctable modality“ if you will - an issuer who, if dissolved and no longer in existence, would mean that the security also no longer exists. That is the case for every other security that has ever existed. Why is that so essential? Because a security is not the paper, or token, or other means of conveyance, of rights. The security is the inchoate rights themselves, the *legal relationship* that directly binds a holder to an identifiable issuer. Those rights do not need to be embodied in a formal contract (and as many reading this know, I have disagreed with those suggesting that). An investment scheme subject to the federal securities laws can be created with the wink of an eye, the nudge of an elbow, or any set of actions that reasonably create the four Howey elements. You and I have discussed this and you know that I agree that many fundraising schemes involving tokens fall neatly within the parameters of our federal security laws. The problem arises when two third parties deal in something (like a token) that is not itself a security, but has “security-ness” artificially imputed on it in order to achieve a separate policy objective. The persons or entities exchanging that asset have no way of determining with certainty whether or not they are engaged in regulated transaction. This violates fundamental due process and is also essentially unworkable. (Continues in comments)
Title I of the CLARITY Act would codify crypto’s “separation theory”: a token is not a security, even when it is sold as part of an investment contract. That is an invitation to regulatory arbitrage. My new post explains why: sites.duke.edu/thefinregblog…
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Is there any more champagne? Pour another glass. 🥂 Here’s to women who know what they want… and do exactly that. Congrats to my friend on the new release! youtu.be/dnGUMY6rDDo
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Reg Crypto was going to be proposed in January. Then in March it was coming in weeks. Then the agenda said July. July has one day left. The safe harbor has been four years away for six years. Come on, SEC. You have the securities nerds on pins and needles over here.
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