SEC to Vote Friday on Proposal Allowing $75M Crypto Raises

The U.S. Securities and Exchange Commission will meet at 10 a.m. ET Friday, Aug. 14, to vote on whether to authorize staff to publish proposed crypto fundraising rules for public comment. The vote would clear a draft for notice-and-comment but would not create an immediate exemption issuers can use.

The draft would reflect concepts put forward earlier by former SEC chair Paul Atkins, which included two fundraising lanes. One illustrative lane would allow smaller startup offerings for up to four years with about $5 million in total raises and rely on principles-based disclosures. A second illustrative lane would permit roughly $75 million in any 12-month period and would add disclosure of financial condition and financial statements.

A separate draft concept would create a safe harbor for certain crypto assets if an issuer completes or permanently ceases the managerial efforts it had represented to buyers. The proposal would aim to clarify when an asset can be treated as a non-security after issuer activity ends.

The Commission’s March interpretation explains how a crypto asset may separate from an investment contract, but it preserves the requirement that the original offering be registered or qualify for an exemption. The draft rules, if published, would specify whether and how an issuer could claim an exemption at the time of offering.

Key operative terms are not yet public. Before staff drafting appears, token developers and potential issuers will not know which entities or offering types would qualify, whether bad-actor exclusions or investor-level limits would apply, how resale and transfer restrictions would work, or whether the illustrative $5 million, $75 million and four-year figures will remain in the proposal. The publicly posted meeting agenda does not include those details.

If the Commission authorizes publication, the draft would enter a formal notice-and-comment period. Staff drafting will translate the March concepts into regulatory text that identifies eligible issuers, required disclosures and any resale or reporting rules.

Atkins has argued that only Congress can deliver comprehensive market-structure legislation for crypto. The SEC can pursue nearer-term relief under its existing authority, but the final scope of any staff proposal will determine which issuers can rely on the rules and how widely they may be used.