Ripple has despatched a brand new market-structure letter to the SEC’s Crypto Activity Drive, urging the company to attract a tough line between a securities providing and the underlying token that will later commerce in secondary markets, a framing that might matter for a way XRP (publish SEC lawsuit) and different tokens are handled in disclosure and jurisdiction debates.
Within the January 9, 2026 submission, signed by Chief Authorized Officer Stuart Alderoty, Common Counsel Sameer Dhond, and Deputy Common Counsel Deborah McCrimmon, Ripple positions its feedback as enter to ongoing Fee rulemaking or steerage, explicitly tying its argument to parallel legislative efforts on Capitol Hill.
The corporate references earlier letters from March 21, 2025 and Might 27, 2025, and factors to the Home’s CLARITY Act of 2025 and Senate dialogue drafts as proof that classification selections will cascade into “jurisdiction, disclosures, and secondary-market remedy.”
Ripple Presses SEC To Cement XRP’s Put up-Lawsuit Standing
Ripple’s core thesis is that regulators ought to transfer away from “decentralization” as a authorized metric as a result of it’s “not a binary state” and creates “insupportable uncertainty,” together with each “false detrimental” and “false constructive” outcomes.
One among Ripple’s key issues is that an asset might be handled as caught in a securities regime just because an entity nonetheless holds stock or continues contributing to growth, some extent with apparent parallels to Ripple. The corporate nonetheless holds a big chunk of all XRP of their escrow whereas developer arm RippleX contributes closely to the event of the XRP Ledger.
As a substitute, Ripple pushes the SEC to floor jurisdiction in “authorized rights and obligations,” emphasizing enforceable guarantees reasonably than market narratives about ongoing efforts. The letter argues that regulatory theories specializing in “efforts of others” threat collapsing the multi-part Howey evaluation right into a single issue and, in Ripple’s view, sweeping too broadly.
Essentially the most consequential part is Ripple’s argument that the SEC’s jurisdiction needs to be time-bound to the “lifespan of the duty,” reasonably than treating the asset as completely labeled. In a passage that goes on to secondary-market implications, Ripple writes:
“The Fee’s jurisdiction ought to observe the lifespan of the duty; regulating the ‘promise’ whereas it exists, however liberating the ‘asset’ as soon as that promise is fulfilled or in any other case ends. The dispositive issue is the holder’s authorized rights, not their financial hopes. With out that vivid line, the definition of a safety, and the SEC’s jurisdictional limits, turn into amorphous and unbounded.”
That framing issues for XRP and attracts parallels to the SEC lawsuit: whether or not secondary-market buying and selling of a token can stay topic to securities-law oversight lengthy after any preliminary distribution, advertising, or development-era statements. Ripple explicitly rejects the concept that energetic secondary buying and selling is itself a jurisdictional hook, evaluating high-velocity crypto markets to identify commodities like gold and silver and even secondary markets for shopper gadgets.
Ripple additionally spends significant time on the “capital elevating” boundary, arguing for privity as a vivid line that distinguishes main distributions from change buying and selling the place counterparties are unknown and the issuer is “merely as one other market actor.”
In that context, the letter warns that treating each issuer sale as a perpetual capital increase creates “perverse outcomes,” together with what it calls a “Zombie Promise” and “Operational Paralysis”: language that, whereas generalized, clearly speaks to issues round issuer-held token inventories and the compliance burdens that might connect to treasury administration and gross sales practices.
Individually, Ripple endorses “fit-for function” disclosures in instances the place securities regulation is definitely warranted, reasonably than forcing “full company registration designed for conventional fairness.” For XRP holders and market individuals, that may be a directional sign: Ripple is arguing for a regime the place disclosure triggers connect to particular guarantees or particular types of ongoing management, to not the token as an object indefinitely.
The timing can also be notable. Ripple dated the letter January 9, 2026, lower than per week earlier than a January 15 markup on complete digital-asset market construction laws within the US Senate Banking Committee, an approaching deadline that might form how classification language, jurisdictional strains, and disclosure ideas harden into legislative textual content.
At press time, XRP traded at $2.05.
Featured picture created with DALL.E, chart from TradingView.com
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