The SEC‘s long-awaited proposal for Regulation Crypto Assets could make it easier for projects to raise capital through public token sales in the United States. The framework introduces two exemptions for certain investment contracts involving crypto assets, potentially creating a new staged model for token fundraising. However, experts warn it’s unlikely to spark a return to the speculative ICO boom of 2017.
How the new exemptions work
The SEC‘s proposal, unveiled August 18, establishes two pathways for token issuers. The first allows startups a one-time exemption for offerings of up to $5 million over four years. The second, more significant exemption permits projects to raise up to $75 million in each 12-month period, modeled partly on Regulation A and subject to disclosure and ongoing reporting requirements.
The $75 million annual limit enables what lawyers call “serial raises”—projects could potentially return to investors year after year as their networks develop. However, each subsequent raise requires filing a new offering statement and undergoing SEC staff review. Issuers must also file annual and semiannual reports and disclose prior fundraising to verify compliance with the cap. Non-accredited investors face additional protections, limited to purchasing 10% of the greater of their income or net worth per offering.
Why 2017 won’t repeat
Despite the regulatory clarity, financial regulation expert Lee Reiners and others expect a measured uptick rather than frenzied speculation. The SEC estimates around 130 offerings annually would use the new exemptions, with approximately 475 issuers potentially using the broader investment contract safe harbor—a steady trickle, not a tsunami.
Investor memory plays a role: up to 90% of projects funded via ICOs between 2017 and 2019 failed. Fundraising markets are shaped by investor appetite, token economics, liquidity, and the reputational damage from the last cycle. The proposal does offer genuine relief for issuers navigating US securities law—a challenge that cost projects like Tezos and Telegram millions in legal battles. Yet concerns remain about tokens potentially falling into grey areas between security and non-security classifications, leaving retail investors exposed to opaque disclosures and concentrated insider holdings.
المصدر: Cointelegraph
