U.S. SEC: Token Voting Alone Does Not Constitute Being an “Administrator,” Says FAQ

The U.S. Securities and Exchange Commission's Division of Corporation Finance added three questions to its crypto-asset FAQ on November 2, clarifying when token holders count as "admins" of a network. Per the staff's view, broad governance participation by holders who are unaffiliated and have no coordination arrangements does not, in principle, make them the network's substantive central administrator. The FAQ also lists specific powers that would cause a holder to be deemed an administrator. The guidance matters for decentralized protocols assessing securities-law exposure around governance tokens, since administrator status can affect whether token activity involves a centralized party. Watch for how the SEC applies these criteria to specific governance frameworks and whether further staff guidance follows.