Are RYDA co-ownership stakes securities?
No. They are LLC membership interests in a member-managed LLC where you actually co-own and use the vehicle. Not registered securities. Not offered for investment purposes.
No. RYDA is a luxury access platform, not an investment platform. Each car is held in a member-managed LLC that you and your co-owners run together. RYDA provides operations under a separate management services agreement. The arrangement is consumption-first, real ownership of a real car, with real usage rights, not a passive investment product.
Why this isn't a security
Under the SEC's Howey test, an investment contract requires (1) investment of money, (2) in a common enterprise, (3) with expectation of profit, (4) derived from the efforts of others. RYDA's structure breaks the third and fourth prongs:
- Cars depreciate. Co-owners aren't buying with appreciation expectation, the asset is a depreciating consumption good, like a jet card or a country-club membership.
- The LLC is member-managed. You and your co-owners hold authority over material decisions (sale, modifications, replacement). RYDA is a hired service provider, not the LLC's decision-maker.
- No income distribution. Members get usage; they don't earn yield from the LLC's operations.
- Resale is member-to-member transfer of an LLC share, not a public marketplace trade.
What this means in practice
- No accredited-investor verification required.
- No SEC filings, no Form D, no Reg D 506(c) restrictions.
- Open to anyone 28+ who clears KYC and the standard membership requirements.
- 12-month minimum hold still applies (Operating Agreement), but this is a co-ownership stability rule, not a securities lock-up.
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