The U.S. Securities and Exchange Commission (SEC) has proposed new crypto rules that could allow certain digital asset issuers to raise up to $75 million without following the full securities registration process. The proposal, called “Regulation Crypto Assets”, includes two exemptions for certain crypto-related investment contracts and a conditional safe harbour that could take some crypto assets outside the definition of an investment contract. The SEC says the framework is aimed at giving crypto entrepreneurs clearer ways to raise money in the U.S., while maintaining investor protections.
With our new proposal, the SEC is taking the most historic step yet to modernize federal securities regulations for crypto assets.
As the Crypto Capital of the World, the U.S. must and will lead. Regulation Crypto Assets will ensure that we do. 🇺🇸 pic.twitter.com/z0MmDF4doV
— Paul Atkins (@SECPaulSAtkins) August 18, 2026
Under the proposed rules, eligible issuers would have two possible routes for raising capital. One exemption would allow an issuer to raise up to $5 million over a four-year period. A larger exemption would permit offerings of up to $75 million in any 12-month period.
The two exemptions would come with disclosure requirements. Issuers would have to provide investors with certain narrative information about their business and offering. Those using the $75 million exemption would face additional requirements, including financial statements and continuing reporting obligations.
Another important part of the proposal is a conditional safe harbour linked to the definition of an “investment contract”. The SEC has proposed conditions under which a crypto asset could fall outside that definition. The safe harbour could also apply after an issuer has completed, or permanently stopped, the essential managerial efforts it had promised to undertake.
SEC Chairman Paul Atkins said the proposal is intended to create clearer pathways for crypto market participants to raise capital under federal securities laws. The agency said the approach could also reduce the incentive for crypto companies to move offshore because of regulatory uncertainty.
The proposal follows the SEC’s March 2026 interpretation of how federal securities laws apply to certain crypto assets and transactions. It also comes after months of discussions about creating rules more specifically designed for digital assets rather than relying mainly on enforcement actions.
The SEC said the proposed framework could also pre-empt certain state securities registration and qualification requirements for securities issued under the new regulation, including some secondary-market transactions.
However, the proposal is not yet final. The public will have 60 days to submit comments after the proposal is published in the Federal Register. The SEC can make changes after reviewing feedback from investors, crypto companies and other stakeholders.
The proposal also arrives as Congress works on broader digital asset legislation, including the CLARITY Act. While congressional legislation could address wider questions such as market structure and regulatory jurisdiction, the SEC’s proposal is focused more specifically on securities-law treatment and capital formation.
If adopted, Regulation Crypto Assets could give some crypto businesses a clearer route to raise funds in the U.S. At the same time, the exemptions and safe harbour would come with specific conditions that issuers would have to meet.
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