The SEC has proposed a new framework called Regulation Crypto Assets that would simplify token-sale rules and increase market transparency.

The proposal shifts treatment away from tokens themselves and focuses on whether fundraising involves an investment contract and therefore qualifies as a security.

Main regulatory shift

Under the proposal, most crypto assets would be treated as commodities, not securities, and the SEC would consider securities designation only for investment contracts.

This means the regulator evaluates promises and commitments made during a sale rather than declaring the token automatically a security.

Two fundraising tiers

• Up to $5 mln over four years: minimal requirements including issuance of a whitepaper and filing Form NOR; retail investors may participate.
• $20 mln–$75 mln per year: enhanced disclosure obligations, including transparent audits and formal financial reporting.

Process and potential consequences

The document has been released for a 60-day public comment period, during which stakeholders can submit feedback and suggested revisions.

If the regulation is adopted in its current form, the rules could enable legally compliant token sales and encourage projects to hold public offerings within the United States.