SEC Proposes Crypto-Specific Securities Offering Framework

The Securities and Exchange Commission (SEC) has proposed a new framework for crypto-specific securities offerings. The proposal, called Regulation Crypto Assets, would give certain token projects defined routes to raise capital while setting conditions for when an investment contract could cease to exist.

The framework combines two proposed exemptions from Securities Act registration, principles-based disclosure requirements, ongoing reporting for the larger fundraising route, and a conditional safe harbor tied to investment-contract status. The SEC says this initiative is designed for certain investment contracts involving crypto assets, not every crypto asset or transaction in the market.

The smaller exemption would permit a one-time startup offering of up to $5 million over four years. The larger exemption would allow offerings of as much as $75 million during a 12-month period. Both routes would require narrative disclosures built around stated principles rather than a standardized checklist.