The U.S. Securities and Exchange Commission has proposed a new rule, Regulation Cryptoasset, to apply to crypto-related fundraising.

According to blockchain media outlet Coinpost on Aug. 19 local time, the proposal would create a new exception that exempts investment contracts meeting certain requirements from registration obligations under the Securities Act of 1933. It also includes a safe harbor aimed at preventing certain crypto assets from being classified as securities.

The core is two fundraising exemptions. The first is a "startup exemption" that would allow raising up to $5 million once over a four-year period. The second is a "fundraising exemption" that would allow raising up to $75 million every 12 months. Both exemptions apply to crypto-related investment contracts, and issuers must disclose business- and asset-related information to investors under a principles-based approach.

Issuers using the $75 million exemption would face additional obligations. They would be required to submit financial statements and provide ongoing disclosures. The structure does not merely lower fundraising thresholds, but imposes continuing disclosure duties on transactions above a certain size.

The proposal is linked to the SEC's interpretation issued in March on how crypto assets are treated under federal securities laws. At the time, the SEC and the U.S. Commodity Futures Trading Commission said most crypto assets do not qualify as securities. The new proposal strongly reflects an aim to connect that interpretation to actual fundraising procedures.

The proposal also includes a safe-harbor provision. If an issuer has completed all the management actions promised in an investment contract or has permanently halted them, the crypto asset could be excluded from the definition of an "investment contract" under securities laws. SEC Chairman Paul Atkins (폴 앳킨스) said the rule provides a clear path for founders and market participants in the crypto sector to raise funds under federal securities laws.

It also includes provisions under which federal rules take precedence over state laws. For issuance under the exemption and some secondary distribution trades, federal law would apply ahead of registration and authorisation requirements under state securities laws. That would give issuers room to pursue fundraising and distribution under a single federal framework.

The proposal comes as comprehensive crypto regulatory legislation in Congress has been delayed. The U.S. Congress is reviewing the "Clarity Act," but the process has faced difficulties amid confrontation between the crypto industry and banks over stablecoin rewards and responses to U.S. President Donald Trump's conflicts-of-interest issue. In that situation, the SEC has moved to revise separate rules within its existing authority rather than wait for legislation.

Further procedural steps remain. The SEC had planned to hold a relevant committee meeting for a vote last Friday, but cancelled it, citing last-minute scheduling adjustments. A procedural vote is scheduled for mid-September. With Congress' attention moving toward the election campaign ahead of the November midterm elections, there is not much time left for legislative discussions.

The SEC also does not view the proposal as a final solution. SEC Commissioner Hester Peirce (헤스터 피어스) said the proposal is only a first step toward a "clear and effective regulatory framework" for crypto. Further discussions are likely to continue around the scope of fundraising exemptions, conditions for applying the safe harbor and the level of ongoing disclosures. The public comment period will run for 60 days after publication in the Official Gazette.