SEC Proceedings

The SEC issued two orders instituting proceedings against American CryptoFed DAO. The first order issued on 11/10/2021, is ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS AND NOTICE OF HEARING PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934 (“Form 10 Proceedings”). The second order issued on 11/18/2022, is ORDER FIXING TIME AND PLACE OF PUBLIC HEARINGS AND INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 8(d) OF THE SECURITIES ACT OF 1933 (“Form S-1 Proceedings”). The Form 10 Proceedings were closed on 09/19/2022, after American CryptoFed withdrew its Form 10 filing. The Form S-1 Proceedings are the extension of, rather than separation from, the Form 10 Proceedings.

Below, we provide a reverse chronological disclosure of all the documents and communications related to both Form 10 and Form S-1 proceedings.

The big picture as to how American CryptoFed as a DAO functions from the perspective of Generally Accepted Accounting Principles (GAAP) in the context of Form S-1 filing, can be found in:

1. American CryptoFed’s Motion (01/30/2023)
2. SEC Division of Enforcement’s Opposition (02/02/2023)
3. American CryptoFed’s Reply (02/06/2023)
4. Judge Carol Fox Foelak’s Order (02/07/2023)
5. American CryptoFed’s Motion (02/14/2023)
6. SEC Division of Enforcement’s Opposition (02/15/2023)
7. American CryptoFed’s Reply (02/16/2023)
8. Judge Carol Fox Foelak’s Order (02/17/2023)
Date
Description
March 18, 2023
American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form S-1 File No.: 333-259603, The Fifth Request for the Name and Contact Information of American CryptoFed’s Examiner.
March 12, 2023
American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form S-1 File No.: 333-259603, The Fourth Request for the Name and Contact Information of American CryptoFed’s Examiner.
March 5, 2023
American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form S-1 File No.: 333-259603, The Third Request for the Name and Contact Information of American CryptoFed’s Examiner.
February 26, 2023
American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form S-1 File No.: 333-259603, The Second Request for the Name and Contact Information of American CryptoFed’s Examiner.
February 17, 2023
American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form S-1 File No.: 333-259603, The First Request for the Name and Contact Information of American CryptoFed’s Examiner.
February 17, 2023
DIVISION OF ENFORCEMENT’S PROPOSED FINDINGS AND BRIEF IN SUPPORT OF ISSUING A STOP ORDER
February 17, 2023
Judge Carol Fox Foelak’s Order for RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION TO CONFIRM THE DIVISION OF ENFORCEMENT’S OBLIGATION TO PROVE OIP ALLEGATION #20 (Order 6898).
February 16, 2023
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S REPLY TO THE DIVISION OF ENFORCEMENT’S OPPOSITION TO AMERICAN CRYPTOFED’S MOTION TO CONFIRM THE DIVISION OF ENFORCEMENT’S OBLIGATION TO PROVE OIP ALLEGATION #20
February 15, 2023
DIVISION OF ENFORCEMENT’S OPPOSITION TO AMERICAN CRYPTOFED’S MOTION TO CONFIRM THE DIVISION OF ENFORCEMENT’S OBLIGATION TO PROVE OIP ALLEGATION #20
February 14, 2023
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION TO CONFIRM THE DIVISION OF ENFORCEMENT’S OBLIGATION TO PROVE OIP ALLEGATION #20
February 7, 2023
PARTIES’ JOINT PROPOSED EXHIBIT LISTS. All exhibits admitted as evidence during the hearing by Judge Carol Fox Foelak for both the SEC’s Division of Enforcement and American CryptoFed can be downloaded here. These exhibits are cited as needed as evidence for legal documents after 01/19/2023. A chronological list for American CryptoFed’s exhibits which is not filed, is also provided here for reader’s convenience.
February 7, 2023
Administrative Law Judge Carol Fox Foelak’s Order #6897 regarding Respondent’s January 29, 2023, motion titled “Motion to File a Nil Financial Statement Audited by an Accounting Firm Registered with PCAOB,” the Division’s February 2, 2023, Opposition, and Respondent’s February 5, 2023, Reply.
February 6, 2023
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S REPLY TO DIVISION OF ENFORCEMENT’S OPPOSITION TO RESPONDENT’S MOTION TO FILE A NIL FINANCIAL STATEMENT AUDITED BY AN ACCOUNTING FIRM REGISTERED WITH PCAOB).
February 2, 2023
DIVISION OF ENFORCEMENT’S OPPOSITION TO AMERICAN CRYPTOFED’S MOTION TO FILE A NIL FINANCIAL STATEMENT AUDITED BY AN ACCOUNTING FIRM REGISTERED WITH PCAOB
January 30, 2023
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION TO FILE A NIL FINANCIAL STATEMENT AUDITED BY AN ACCOUNTING FIRM REGISTERED WITH PCAOB
January 20, 2023
Post Hearing ORDER by Administrative Law Judge Carol Fox Foelak, concerning admission of Respondent’s exhibits (# Order 6896)
January 2, 2023
RESPONDENT AMERICAN CRYPTOFED DAO LLC'S RESPONSE TO DIVISION OF ENFORCEMENT'S TWO OBJECTIONS TO RESPONDENT'S ADDITIONAL PROPOSED EXHIBITS
December 22, 2022
DIVISION OF ENFORCEMENT'S OBJECTIONS TO RESPONDENT'S ADDITIONAL PROPOSED EXHIBITS 179 to 271
December 21, 2022
ORDER by Administrative Law Judge Carol Fox Foelak, in which the judge states, “Respondent proposed several Division attorneys as witnesses. Tr. 12.3 This request was denied.” (# Order 6893)‍
December 20, 2022
December 19, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S REPLY IN SUPPORT OF ITS MOTION TO REQUEST THE PUBLIC HEARING SCHEDULE TO BE POSTED ON THE SEC WEBSITE UPON SCHEDULING‍
December 15, 2022
DIVISION OF ENFORCEMENT’S RESPONSE TO AMERICAN CRYPTOFED’S MOTION TO REQUEST THE PUBLIC HEARING SCHEDULE TO BE POSTED ON THE SEC WEBSITE UPON SCHEDULING OF THE HEARING
December 14, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION TO REQUEST THE PUBLIC HEARING SCHEDULE TO BE POSTED ON THE SEC WEBSITE UPON SCHEDULING OF THE HEARING
December 6, 2022
DIVISION OF ENFORCEMENT’S OPPOSITION TO RESPONDENT’S MOTION TO REQUEST THE DIVISION OF ENFORCEMENT TO PRODUCE A WITNESS
December 5, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION TO REQUEST THE DIVISION OF ENFORCEMENT TO PRODUCE A WITNESS
November 30, 2022
Administrative Law Judge Carol Fox Foelak denied this motion: "RESPONDENT AMERICAN CRYPTOFED DAO LLC’S MOTION FOR A RULING ON THE PLEADING"
November 29, 2022
Order by Administrative Law Judge, Carol Fox Foelak, in which the Judge states, “only the Commission can postpone the hearing, as emphasized on November 25, 2022.” (Order #6886)
November 29, 2022
DIVISION OF ENFORCEMENT’S OPPOSITION TO RESPONDENT’S MOTION FOR MORE DEFINITE STATEMENT
November 28, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC'S MOTION FOR MORE DEFINATE STATEMENT (sharing the same exhibits with the Answer to the Nov 18, 2022 OIP)
November 28, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S ANSWER TO THE ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 8(d) OF THE SECURITIES ACT OF 1933
November 28, 2022
November 26, 2022
MOTION TO STAY ORDER OF RELEASE NO. 6882 BY ADMINISTRATIVE LAW JUDGE CAROL FOX FOELAK REQUIRING “TO CONFER AND FILE A JOINT REPORT BY NOVEMBER 29, 2022”
November 25, 2022
MOTION TO HOLD PREHEARING CONFERENCE PURSUANT TO RULE 221 (d) REQUIRED PREHEARING CONFERENCE
November 25, 2022
MOTION TO REQUEST CLARIFICATION ON AUTHORIZED DECISON MAKER AND TIMELY DECISION REGARDING MOTION FOR TIME SCHEDULE EXTENSION
November 25, 2022
Order by Administrative Law Judge Carol Fox Foelak, in which the Judge stated, “The OIP does not authorize the undersigned to postpone the commencement of the hearing”
November 23, 2022
MOTION TO EXTEND THE THREE SCHEDULES OF THE PUBLIC HEARING, THE PREHEARING CONFERENCE AND FILING AN ANSWER TO THE ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 8(d) OF THE SECURITIES ACT OF 1933
November 22, 2022
Judge Carol Fox Foelak ordered the parties confer and file a joint report by November 29, 2022 for hearing length, witness, and exhibits, brief schedule. (Order #6882).
November 20, 2022
NOTICE OF APPEARANCE OF SCOTT MOELLER AND XIAOMENG ZHOU AS REPRESENTATIVES FOR AMERICAN CRYPTOFED DAO LLC
November 18, 2022
Judge Carol Fox Foelak ordered “The hearing will be held remotely, via WebEx.” (Order #6881).
November 18, 2022
NOTICE OF APPEARANCE OF CHRISTOPHER BRUCKMANN, CHRISTOPHER CARNEY, MARTIN ZERWITZ, AND MICHAEL BAKER AS CO-COUNSEL FOR THE DIVISION OF ENFORCEMENT
November 18, 2022
ORDER FIXING TIME AND PLACE OF PUBLIC HEARINGS AND INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 8(d) OF THE SECURITIES ACT OF 1933
November 6, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form S-1 File No.: 333-259603
November 3, 2022
Email by Mr. Bruckmann to American CryptoFed RE: RE: American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603
November 1, 2022
Letter from CryptoFed to Division of Enforcement. Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form S-1 File No.: 333-259603. Shared Exhibit with Division's Exhibit 16
October 31, 2022
Email response by Mr. Bruckmann to American CryptoFed RE: RE: American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603
October 27, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form S-1 File No.: 333-259603. Shared Exhibit with Division's Exhibit 15
October 25, 2022
Email reply by Mr. Bruckmann to American CryptoFed RE: RE: American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603
October 23, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form S-1 File No.: 333-259603
October 19, 2022
Email by Mr. Bruckmann to American CryptoFed RE: American CryptoFed DAO LLC’s Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603
October 16, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form S-1 File No.: 333-259603
October 13, 2022
September 29, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S RESPONSE TO THE DIVISION OF ENFORCEMENT’S SUPPLEMENTAL BRIEF REGARDING MOTIONS TO SEAL
September 18, 2022
RESPONDENT AMERICAN CRYPTOFED DAO LLC’S STATEMENT WITHDRAWING ITS OPPOSITION TO THE DIVISION OF ENFORCEMENT’S MOTION TO DISMISS THE OIP
September 15, 2022
Release No. 95799 ORDER DENYING MOTION FOR LEAVE TO FILE A MOTION TO SET AN EXPEDITED BRIEFING SCHEDULE ON SUMMARY DISPOSITION
September 2, 2022
September 1, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603
August 28, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 33-259603 (To Mr. Dobbie)
August 18, 2022
August 17, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603 (To Mr. Dobbie)
August 17, 2022
5th Letter from CryptoFed to Dobbie requesting clarity & guidance from the Division to complete S-1 Registration
August 10, 2022
American CryptoFed DAO's Opposition to the Division of Enforcement's Motion to Dismiss with a Fair Notice Affirmative Defense
August 9, 2022
August 8, 2022
Email from Division of Enforcement to American CryptoFed Re: In the Matter of American CryptoFed LLC's Response to Follow-up Subpoena
August 8, 2022
Letter from American CryptoFed to the Division of Enforcement, cc'd to Corporation Finance Re: In the Matter of American CryptoFed, AP File NO. 3-20650:
August 8, 2022
In the Matter of American CryptoFed LLC's Response to Follow-up Subpoena and the Attached 16 Exhibits
August 4, 2022
Letter from American CryptoFed to the Division of Enforcement, cc'd to Corporation Finance Re: In the Matter of American CryptoFed, AP File No. 3-20650:
August 4, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603 (To Mr. Dobbie)
August 4, 2022
Letter from American CryptoFed to Division of Corporation Finance, cc'd Enforcement, Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000- 56339 and Form S-1 File No.: 333-259603
August 3, 2022
July 31, 2022
Re: American CryptoFed DAO LLC's Fair Notice Affirmative Defense Form 10 File No.: 000-56339 and Form S-1 File No.: 333-259603 (To Mr. Dobbie)
July 22, 2022
7th Ltr. Sent to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650: Motion to Request for the Correction of the SEC Press Release on Form 10
July 22, 2022
Email sent to Mr. Dobbie, Division of Corporation Finance, cc'd to Enforcement Re: American CryptoFed DAO LLC Fair Notice and Order Denying Withdrawal of Form S-1 Registration Statement under the Securities Act of 1933. American CryptoFed Exhibit 27 is attached.
July 22, 2022
Letter from American CryptoFed to Mr. Dobbie, Division of Corporation Finance. Fair Notice and Order Denying Withdrawal of Form S-1 Registration Statement under the Securities Act of 1933. File No.: 333-259603
July 22, 2022
Letter from American CryptoFed to Mr. Dobbie, Division of Corporation Finance. Form 10 Withdrawal and Reinstatement File No.:000-56339
July 20, 2022
6th Ltr. Sent to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650: Motion to Request for the Correction of the SEC Press Release on Form 10
July 19, 2022
Archived Email - Division of Enforcement to American CryptoFed RE: Request for SEC Press Release Correction
July 18, 2022
5th Letter to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650: Motion to Request for the Correction of the SEC Press Release on Form 10
July 18, 2022
Division of Enforcement Response to American CryptoFed RE: Request for SEC Press Release Correction
July 15, 2022
4th Ltr. Sent to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650: Motion to Request for the Correction of the SEC Press Release on Form 10
July 14, 2022
3rd Ltr. Sent to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650:Motion to Request for the Correction of the SEC Press Release on Form 10
July 13, 2022
2nd Letter to the Division of Enforcement, cc'd Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3-20650: Motion to Request for the Correction of the SEC Press Release on Form 10
July 13, 2022
Division of Enforcement's Second Response to American CryptoFed RE: Request for SEC Press Release Correction
July 12, 2022
American CryptoFed Letter to the Division of Enforcement, cc'd to Mr. Dobbie, Division of Corporation Finance. Re: In the Matter of American CryptoFed, AP File No. 3- 20650: Motion to Request for the Correction of the SEC Press Release on Form 10