SEC Proposes New Rules for Crypto Fundraising, Offering Exemptions from Full Registration
The Securities and Exchange Commission (SEC) on Tuesday unveiled proposed new rules that could allow cryptocurrency projects to raise funds without undergoing the full securities registration process. This move marks a significant shift in the agency’s approach, coming shortly after a meeting last week concerning these measures was unexpectedly postponed.
Dubbed “Regulation Crypto Assets,” the proposal includes a startup exemption that would permit digital token offerings of up to $5 million over a four-year period. A second exemption would enable token issuers to raise as much as $75 million annually, provided they submit financial statements and ongoing reports.
Both proposed exemptions would necessitate disclosures, while existing federal antifraud and antimanipulation regulations would remain in effect.
These proposals arrive at a critical juncture for the cryptocurrency industry. Hopes for the passage of the Clarity Act, a significant piece of market-structure legislation, were recently dashed following setbacks in negotiations. The Clarity Act, if enacted, would have formally legalized most cryptocurrency activities in the United States. However, SEC Chair Paul Atkins had previously indicated in late July that the Commission was prepared to introduce its own regulatory framework if the bill failed to materialize.
SEC Commissioner Hester Peirce acknowledged that the proposed exemptions would not encompass every type of crypto project. She encouraged the cryptocurrency industry to provide feedback on how the rules should be further developed.
“The Commission wants to accommodate innovation on many fronts, and our rules need to be tailored to changing market developments and designed to protect investors and market integrity,” Peirce stated. “This proposal is one step on a long road toward a clear, sensible, enforceable regulatory framework for crypto.”
The proposal also introduces a conditional safe harbor that would allow an issuer to “delink” a crypto asset from the investment contract through which it was originally sold. This provision could enable a token initially tied to a securities transaction to become independent of that contract, provided the issuer meets the SEC’s stipulated conditions.
The unveiling of these rules follows the SEC’s abrupt cancellation of a meeting on Regulation Crypto Assets last week, citing an “unforeseen scheduling issue.”
On Monday, Crypto In America reported that SIFMA, a Wall Street trade group representing broker-dealers, investment banks, and asset managers, had discussed the possibility of a legal challenge to the SEC’s authority. Concurrently, the White House had reportedly requested the agency postpone the meeting amid ongoing Clarity Act negotiations.
The announcement also coincides with advancements in crypto regulations by other federal agencies. On Monday, the U.S. Treasury Department proposed regulations implementing the GENIUS Act. These regulations would generally require stablecoin issuers to obtain federal or state licenses starting in January 2027, with restrictions on crypto platforms selling stablecoins from unapproved issuers set to take effect in July 2028.
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