{"id":18090,"date":"2026-08-18T20:04:31","date_gmt":"2026-08-18T20:04:31","guid":{"rendered":"https:\/\/nile1.com\/en\/?p=18090"},"modified":"2026-08-18T20:04:59","modified_gmt":"2026-08-18T20:04:59","slug":"sec-proposes-regulation-crypto-assets-framework-offering-registration-exemptions-and-token-safe-harbors","status":"publish","type":"post","link":"https:\/\/nile1.com\/en\/2026\/08\/18\/sec-proposes-regulation-crypto-assets-framework-offering-registration-exemptions-and-token-safe-harbors\/","title":{"rendered":"SEC Proposes Regulation Crypto Assets Framework Offering Registration Exemptions and Token Safe Harbors"},"content":{"rendered":"

The Securities and Exchange Commission<\/a> on Tuesday unveiled a comprehensive rule proposal titled \u201cRegulation Crypto Assets,\u201d offering digital token issuers tailored registration exemptions and a regulatory pathway to raise capital without undergoing standard securities registration.<\/p>\n

Under \u201cRegulation Crypto Assets,\u201d a startup exemption would allow digital token offerings of up to $5 million over four years. A second exemption would allow token issuers to raise up to $75 million every 12 months if they provide financial statements and ongoing reports.<\/p>\n

The proposed $75 million annual limit mirrors the ceiling established under Regulation A+ Tier 2 offerings, a framework created under the 2012 JOBS Act to permit smaller companies to raise public capital without the full disclosures required in a traditional initial public offering. Similarly, the $5 million four-year cap for crypto startups aligns with maximum fundraising limits established under federal Regulation Crowdfunding rules, establishing a defined ramp for early-stage ventures before ongoing reporting requirements take effect.<\/p>\n

Both proposed exemptions require tailored disclosures to prospective buyers, while federal antifraud and antimanipulation provisions under Section 10(b) of the Securities Exchange Act of 1934 will remain fully applicable to all token issuers participating in the framework.<\/p>\n

The proposal also includes a conditional safe harbor allowing an issuer to \u201cdelink\u201d a crypto asset from the investment contract through which it was sold. That could allow a token initially tied to a securities transaction to separate from that contract if the issuer meets the SEC\u2019s conditions.<\/p>\n

The delinking mechanism directly addresses a central legal dispute stemming from the SEC’s application of the 1946 Howey test. Under previous enforcement practices, federal regulators maintained that digital tokens distributed through investment contracts remained permanently bound to those contracts. The safe harbor creates specific criteria\u2014such as operational network decentralization, active open-source development, and diminished reliance on the managerial efforts of the founding team\u2014under which a token can legally cease to be treated as a security.<\/p>\n

SEC Commissioner Hester Peirce acknowledged Tuesday that the proposed exemptions would not cover every type of crypto project, calling on industry participants to submit feedback during the rulemaking process. Peirce noted that the Commission intends to accommodate market innovation while establishing a clear, sensible, and enforceable regulatory framework designed to protect investors and maintain market integrity.<\/p>\n

SEC Chair Paul Atkins had previously signaled in late July that the agency was prepared to introduce administrative relief if legislative efforts stalled in Congress. The introduction of Regulation Crypto Assets<\/a> follows a breakdown in negotiations over the Clarity Act, federal market-structure legislation designed to formally divide oversight responsibilities between the SEC and the Commodity Futures Trading Commission.<\/p>\n

The proposed rule will enter a 60-day public comment period following publication in the Federal Register<\/a>, after which the Commission will evaluate public feedback before voting on a final regulation.<\/p>\n

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