SEC Chairman Paul Atkins has sent a sweeping crypto rulemaking package to the White House for final review, proposing startup exemptions, fundraising thresholds, and a safe harbour that could let some tokens escape the securities label entirely.
The Securities and Exchange Commission has sent its long-awaited "Regulation Crypto" rulemaking package to the White House Office of Information and Regulatory Affairs — the final administrative checkpoint before publication in the Federal Register.
SEC Chairman Paul Atkins disclosed the submission at the Vanderbilt University Digital Assets and Emerging Tech Policy Summit in Nashville on 6 April, telling attendees the agency "will be proposing Regulation Crypto shortly." The package represents the most ambitious attempt by any US financial regulator to build bespoke capital-raising rules for digital assets, and it lands at OIRA at a moment when the broader regulatory apparatus is moving faster on crypto than at any point in the past decade.
The proposal contains three interlocking components. The first is a startup exemption that would allow entrepreneurs to raise up to $5 million during a time-limited window — potentially four years — while providing principles-based disclosures rather than the full registration burden that has historically made SEC compliance prohibitively expensive for small token projects. The second is a fundraising exemption permitting issuers to raise up to $75 million in any twelve-month period under a lighter disclosure regime. The third, and arguably the most consequential, is an investment contract safe harbour: once an issuer can demonstrate it has permanently ceased all "essential managerial efforts" it had promised to undertake, the token in question could be excluded from the definition of a security altogether.
That third component is the one the industry has spent years lobbying for. The argument — advanced by everyone from Coinbase's legal team to a parade of crypto-native law firms — is that many tokens begin life as securities because their value depends on the efforts of an identifiable development team, but that they mature into something more like commodities once the underlying network is sufficiently decentralised. The SEC has historically refused to draw that line. If Regulation Crypto does it in formal rulemaking, rather than through the no-action letters and staff guidance that have characterised the Atkins era so far, it would give projects a legally defensible off-ramp from securities law for the first time.
Atkins was characteristically blunt about the pace of reform. "They can throw tacks on the road in front of our tires," he said of potential congressional opposition, "but they're not going to really slow us down." The comment was directed at lawmakers who have questioned whether the SEC is overreaching by creating exemptions without explicit legislative authority — a tension that has only intensified since the agency and the CFTC signed their memorandum of understanding in March to coordinate oversight of digital assets.
The OIRA review is not a rubber stamp, but nor is it typically where ambitious rulemaking goes to die. The office's mandate is to assess regulatory impact and ensure inter-agency consistency; for a proposal that the White House has publicly encouraged, the review is unlikely to produce major structural changes. Most observers expect publication within weeks, though the comment period that follows could stretch the timeline for final adoption well into 2026's fourth quarter.
The timing intersects with a crowded legislative calendar. The CLARITY Act, which would establish a formal market-structure framework for crypto assets, is expected to reach a House floor vote in May, though the Senate has yet to schedule a markup. If Regulation Crypto publishes before Congress acts, it could set the de facto rules of the road — giving the SEC first-mover advantage in a turf battle with the CFTC that has defined Washington's crypto debates for the better part of five years.
For founders, the practical implications are significant. A $5 million startup exemption with principles-based disclosure would dramatically lower the cost of a compliant token launch in the US; the $75 million fundraising ceiling is large enough to accommodate most Series A-equivalent raises. Combined with the safe harbour's decentralisation test, the framework would create a structured lifecycle for tokens: raise under exemption, build toward decentralisation, and exit the securities regime entirely once the network is self-sustaining.
Whether the decentralisation test proves workable in practice is the open question. Defining when managerial efforts have "permanently ceased" requires judgment calls that the SEC's enforcement staff — the same division that spent the past half-decade suing token issuers — will ultimately be tasked with making. Atkins described the exemption as something that would let "people really experiment within the framework," language that suggests a deliberately broad initial scope. The details, as ever, will determine whether this is genuine reform or another set of compliance hurdles dressed in friendlier packaging.
