SEC Proposes New Crypto Regulation: Token Sales Under $5M May No Longer Require Registration

Original | Odaily Planet Daily (@OdailyChina)

Author | jk

On August 18, North American local time, the U.S. Securities and Exchange Commission (SEC) officially released a new proposed regulation titled "Regulation Crypto Assets," establishing a tailored framework for issuing contracts involving crypto assets. This marks the most significant substantive step in crypto regulation since SEC Chair Paul Atkins took office and signals the regulator’s proactive effort to forge an alternative path amid the ongoing stalemate of Congress’s CLARITY Act.

What’s new: Two exemptions allow altcoins to begin moving forward.

According to the official release by the SEC, the core provisions of Regulation Crypto Assets include two exemptions from registration under Section 5 of the Securities Act of 1933, as well as a conditional safe harbor rule.

1. Startup Exemption

Early-stage projects are permitted to raise up to $5 million in total over a period of up to four years without completing a full registration process. Issuers need only provide principle-based narrative disclosures, resulting in a streamlined process closer to a notice-based filing.

2. Fundraising Exemption

Issuers are permitted to raise up to $75 million over any 12-month period. This exemption framework largely mirrors the existing Regulation A+ structure, with two tiers requiring issuers to submit audited financial statements and fulfill ongoing reporting obligations in addition to narrative disclosures. Issuers under both exemptions remain subject to the anti-fraud and anti-manipulation provisions of federal securities laws.