
The U.S. Securities and Exchange Commission has formally proposed Regulation Crypto Assets, a framework that could change how crypto projects raise capital in the United States.
The proposal includes two registration exemptions: one would allow eligible issuers to raise up to $5 million over four years, and another would permit offerings of up to $75 million during a 12-month period, subject to disclosure and financial reporting requirements.
For crypto projects, the $5 million exemption is designed to provide an early-stage funding path. The SEC’s framework would allow qualifying developers to raise capital during a period of up to four years, with disclosures covering the investment contract and underlying crypto asset. ‘
The original framework presented by SEC Chairman Paul Atkins in March 2026 proposed the same $5 million limit and four-year period.
🚨NEW: The @SECGov has just formally proposed Regulation Crypto Assets, a new framework for crypto fundraising in the U.S.
— Eleanor Terrett (@EleanorTerrett) August 18, 2026
The proposal would:
📌Allow certain offerings of up to $5M over four years or $75M annually without SEC registration
📌Create a conditional safe harbor… pic.twitter.com/2ATeTddc3s
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The larger fundraising exemption could become more important for established crypto projects. Under the proposal, issuers could raise as much as $75 million in any 12-month period, provided they submit additional information, including details about their financial condition and financial statements. This creates a higher-capital route without requiring issuers to use a traditional registered offering.
The SEC has also proposed a conditional safe harbor for certain crypto assets. The rule would provide a path for an asset to fall outside the investment-contract definition once the issuer has completed or permanently stopped the essential managerial efforts it promised to perform.
That provision addresses one of the industry’s biggest legal questions: when an investment contract involving a token effectively ends.
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Another part of the proposal concerns state securities laws. The framework would preempt certain state registration requirements for qualifying offerings, potentially reducing the number of separate state-level registration hurdles facing eligible crypto issuers. State securities regulators traditionally enforce their own securities laws, commonly known as “Blue Sky” laws.
The proposal now enters a 60-day public comment period, meaning the rules are not immediately available to crypto companies. The SEC must review submitted comments before deciding whether to modify and finalize the framework.
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For crypto markets, the key issue is what happens after those 60 days. If finalized, Regulation Crypto Assets could give token issuers clearer funding limits, defined disclosure requirements and a potential route out of federal securities treatment after managerial obligations end.
That could materially affect how new tokens enter the U.S. market and how investors evaluate the price of projects operating under the new framework.
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