The U.S. Securities and Exchange Commission proposed a new rule on August 18 titled “Regulation Crypto Assets,” marking the agency's first formal rulemaking dedicated specifically to crypto token offerings. SEC Chairman Paul Atkins said in the agency's official announcement that the framework is meant to give crypto entrepreneurs “clear pathways to raise capital under the federal securities laws.”
The proposal centers on two new offering exemptions tailored to crypto markets. A “startup exemption” would let early-stage projects raise up to $5 million over a four-year period, while a broader “fundraising exemption” would permit offerings of up to $75 million in any 12-month period — both without the costly full registration process required of most public securities offerings. A separate conditional safe harbor would also let a crypto asset exit the definition of an investment contract once an issuer has completed or wound down the managerial efforts it originally promised investors.
The rule builds on interpretive guidance the SEC issued in March clarifying how federal securities laws apply to certain crypto assets and transactions. Together, the two actions represent the clearest signal yet that the agency under Atkins is trying to replace years of regulation-by-enforcement with a defined rulebook, rather than waiting solely on Congress to pass standalone legislation like the Clarity Act.
Industry reaction has been largely positive
Trade groups and market participants broadly welcomed the proposal as a step that reduces the incentive for crypto projects to structure their token sales offshore to avoid U.S. securities law. The SEC has opened a 60-day public comment period before it can move toward finalizing the rule, meaning the exemptions are not yet in effect.
Part of a wider push for regulatory clarity
The proposal lands alongside a parallel effort at the CFTC's own crypto rulemaking push, where Chairman Michael Selig has said the agency will build its own market-structure rules if the Clarity Act stalls in Congress. The two regulators working in parallel — rather than waiting on a single piece of legislation — echoes the kind of jurisdictional jockeying that has also played out between the CFTC and exchanges like CME and Kalshi over prediction markets, underscoring how much of Washington's crypto policy is currently being written by regulators rather than lawmakers.
Related: CFTC Holds First Innovation Advisory Committee Meeting, Vows Crypto Rules With or Without Congress
Whether the exemptions survive the comment period intact remains to be seen, but the proposal itself marks a shift in tone from an agency that spent much of the past several years pursuing crypto firms through enforcement actions rather than rulemaking. For token issuers who have been on the sidelines waiting for clarity, the 60-day comment window is now the next milestone to watch.
