Perpetuals Plans Tokenized U.S. Stock Trading Under SEC Relief

Perpetuals.com Ltd (Nasdaq: PDC) plans to offer tokenized U.S. stocks through a venue operating under the SEC’s conditional relief, the company announced Wednesday, Oct. 14. The plan would place the company in a temporary regulatory framework for onchain trading in certain U.S. shares, subject to advance notice and operating conditions.

The SEC issued the order Sept. 17, granting qualifying Tokenized Securities Venues (TSVs) conditional relief from the Exchange Act’s definition of an exchange when trading National Market System (NMS) stocks through permissioned automated market makers and liquidity pools. Certain liquidity providers also receive conditional relief from the Act’s dealer definition. Both exemptions expire five years after publication. The relief is limited to venues that meet the order’s requirements; it does not automatically authorize every tokenized-stock platform to trade.

A TSV must publish an operating notice at least 30 calendar days before opening. Perpetuals’ planned venue would have to meet that advance-notice requirement and the order’s other conditions before it could begin trading.

The order also requires venues to verify that each tokenized stock they offer gives holders the same rights and privileges as the equivalent class of traditional stock. A venue must stop trading a token whenever the underlying stock is halted or suspended.

A separate notice process applies when an unaffiliated third party tokenizes a stock. The issuer must receive written notice, and its 30-day response period begins upon receipt. If the issuer objects within that period, the stock cannot trade on the venue.

The two 30-day periods cover different steps: one comes before a venue opens, while the other begins when an issuer receives notice about a third-party token. An issuer’s objection can prevent that stock from trading even if the venue satisfies its own operating requirements. The SEC’s temporary relief for tokenized-stock venues remains conditional, and Perpetuals’ plan depends on meeting the order’s requirements.