The U.S. Securities and Exchange Commission proposed Regulation Crypto Assets, which would establish a tailored offering framework for certain investment contracts involving crypto assets, defined as covered investment contracts. The framework would set fixed thresholds, disclosure obligations and conditions for issuers seeking to raise capital without Securities Act registration. The proposal would create a startup exemption for offerings of up to USD 5 million over four years and a fundraising exemption for offerings of up to USD 75 million in each 12-month period. It would also provide a conditional safe harbor from the definition of an investment contract under the Securities Act and Securities Exchange Act once an issuer has completed or permanently ceased all essential managerial efforts represented or promised under the contract. The SEC is seeking feedback on the proposed thresholds, conditions and other provisions.
2026-08-18U.S. Securities & Exchange Commission
U.S. Securities and Exchange Commission proposes crypto offering exemptions and conditional investment contract safe harbor
The U.S. Securities and Exchange Commission proposed a tailored framework for certain crypto-related investment contracts. It would provide registration exemptions for offerings of up to USD 5 million over four years or USD 75 million in a 12-month period, along with a conditional investment contract safe harbor after essential managerial efforts end.