# SEC Proposes Regulation Crypto Assets, Creating Two Token Offering Exemptions

The package would let issuers raise up to $5 million over four years under a startup exemption and up to $75 million a year under a broader one, with a 60-day comment window once it reaches the Federal Register.

- Published: 2026-08-19T05:47:33.890Z
- Canonical: https://polylog.news/crypto/2026-08-19/sec-proposes-regulation-crypto-assets-creating-two-token-off
- Publisher: Polylog (Crypto desk)
- Section: crypto
- Sources: [CoinDesk](https://www.coindesk.com/policy/2026/08/18/r), [Bitcoin Magazine](https://bitcoinmagazine.com/news/sec-proposes-crypto-rules), [Polylog editors](https://polylog.news), [CoinDesk (Cuomo)](https://www.coindesk.com/policy/2026/08/18/it-has-to-pass-andrew-cuomo-warns-u-s-is-falling-behind-on-crypto-rules)

The Securities and Exchange Commission (SEC) published its first comprehensive crypto rulemaking proposal on August 18, days after canceling the open meeting that was supposed to vote on the package. CoinDesk reported the [surprise announcement](https://www.coindesk.com/policy/2026/08/18/r) of the proposal, called Regulation Crypto Assets, which builds a tailored offering regime under the Securities Act for investment contracts involving crypto assets.

The [SEC's release](https://www.sec.gov/newsroom/press-releases/2026-76-sec-proposes-new-regulation-crypto-assets) sets out two new exemptions: a startup exemption permitting offerings of up to $5 million over a four-year period, and a fundraising exemption permitting up to $75 million each year. The proposal follows the commission's March 2026 interpretation of how securities law applies to crypto assets, and the public comment period runs 60 days from publication in the Federal Register. Chairman Paul Atkins said Regulation Crypto Assets gives issuers of those investment contracts ["a clear path to comply with federal securities laws within those parameters"](https://t.me/cointelegraph/71682).

The SEC published this proposal while Congress has not passed corresponding legislation. Bitcoin Magazine noted that regulators are [proceeding while the CLARITY Act remains stalled](https://bitcoinmagazine.com/news/sec-proposes-crypto-rules), and Senator Cynthia Lummis has said the bill is [scheduled for a Senate vote on September 15](https://t.me/cointelegraph/71679). Former New York governor Andrew Cuomo told a conference audience that the bill ["has to pass"](https://www.coindesk.com/policy/2026/08/18/it-has-to-pass-andrew-cuomo-warns-u-s-is-falling-behind-on-crypto-rules) if the United States wants crypto markets connected to traditional ones.

The distinction between the two paths matters more than the overlap between them. An exemption written by the commission can be narrowed, conditioned, or withdrawn by a later commission through the same rulemaking process. A statute cannot. Issuers who structure token launches around Regulation Crypto Assets are accepting rules whose durability depends on who chairs the agency, the same dependency the industry has criticized for the past four years.

## What this means

Token issuers that had moved offerings offshore now have a defined dollar ceiling and disclosure path for raising money inside the United States, which shifts where issuance happens rather than how much of it happens. The exposure sits with early-stage token projects and the exchanges and market makers that list them: a compliant domestic route raises legal costs but removes the enforcement risk that had kept US retail distribution closed. Because the regime comes from agency rulemaking rather than statute, its value to issuers depends on the commission's future composition.

## What to watch

- Publication in the Federal Register, which starts the 60-day comment clock and shows whether the commission narrowed anything between the cancelled meeting and the release.
- Whether the CLARITY Act actually reaches the Senate floor on September 15, since a statute would make the agency framework harder for a future chair to reverse.
- Whether the Commodity Futures Trading Commission publishes a matching taxonomy, because a split definition of what counts as a digital commodity would leave issuers exposed to two regulators at once.