SEC Opens a Legal Path for Token Sales While Congress Stalls on CLARITY
The U.S. Securities and Exchange Commission proposed new rules on 18 August 2026 that would let crypto projects sell tokens without full registration. The plan sets two exemptions, capped at $5 million and $75 million, and opens a 60-day comment period.
SEC proposes tailored offering rules for crypto tokens
The U.S. Securities and Exchange Commission (SEC) proposed new rules called Regulation Crypto Assets on 18 August 2026. The framework would create a tailored path for issuers to sell crypto tokens tied to an investment contract without full securities registration. It builds on the SEC's March 2026 interpretation of how federal securities laws apply to crypto assets. Chairman Paul Atkins said the plan aims to bring token issuers back to the United States.
Two exemptions set $5 million and $75 million caps
The proposal includes two exemptions from the registration rules of the Securities Act of 1933. A "startup exemption" would allow offerings up to $5 million over a four-year period. A "fundraising exemption" would allow offerings up to $75 million each 12-month period. Issuers using either path must give investors principles-based narrative disclosures. Those using the larger exemption must also provide financial statements and meet ongoing reporting requirements.
Safe harbor can end a token's investment-contract status
The rules also propose a conditional investment contract safe harbor. An issuer that certifies it has ceased all essential managerial efforts, and meets other conditions, could remove its token from the "investment contract" test. The Commission would then no longer treat that crypto asset as a security under the 1933 and 1934 laws. Atkins credited Commissioner Hester Peirce, whose earlier safe harbor proposal laid the groundwork.
"Congress designed our securities laws to amplify – within specific guardrails – opportunities for entrepreneurs to innovate and build new products.", 18 August 2026. — Paul S. Atkins, Chairman, U.S. Securities and Exchange Commission
Bitcoin traded near $64,000 at time of publication
Broader crypto markets held steady as the proposal landed. Bitcoin traded at $64,263 at the time of publication, up 0.2% over the past 24 hours against the previous close (CoinPaprika, 19 August 2026). The token sat about 49% below its October 2025 record high, leaving sentiment cautious ahead of the rulemaking.
Comment period runs 60 days after publication
The public comment period will stay open for 60 days after the proposal appears in the Federal Register. The SEC framed the package as a step toward clearer capital-raising rules, while it preempts some state registration requirements for qualifying offers and secondary trades.
Congress delays CLARITY Act vote to September
The proposal arrived as federal crypto legislation stalled. The Senate did not finish work on the Digital Asset Market CLARITY Act before its August recess. A procedural cloture vote on the motion to proceed is scheduled for mid-September 2026. According to CoinDesk and Decrypt, the motion needs 60 senators to move the bill to debate. Atkins said the SEC still backs the legislation.
"The SEC has and will continue to support Congress in delivering the CLARITY Act to President Trump's desk.", 18 August 2026. — Paul S. Atkins, Chairman, U.S. Securities and Exchange Commission
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