On April 3, 2019, staff of the Securities and Exchange
Commission (the "Staff," and the
Commission, the "SEC") released (1) a
framework (the "Framework") providing
principles for analyzing whether a digital asset constitutes an
investment contract, and thus a security, as defined in SEC v.
W.J. Howey Co. ("Howey")
and (2) a no-action letter (the "No-Action
Letter," and together with the Framework, the
"Guidance") permitting TurnKey Jet, Inc.
("TKJ"), without satisfying registration
requirements under the Securities Act of 1933 and the Securities
Exchange Act of 1934 (the "Acts"), to
offer and sell "tokenized" cards that are recorded on a
permissioned blockchain and can be used for the limited purpose of
purchasing air charter services.
