Galaxy Research Head Says SEC Is Proposing Crypto-Only Rules That Could Open a Legal Path for Token Issuance in the U.S.
Galaxy research head Alex Thorn said the U.S. Securities and Exchange Commission proposed Regulation Crypto Assets, or Reg Crypto, on Aug. 18. He said the framework is designed specifically for crypto asset issuance and sales, rather than applying stock rules to tokens. The proposal could allow eligible token projects to issue to the public, including non-accredited investors, while also creating a process for token-related investment contracts to end once conditions are met.
According to Thorn, the proposal would cover crypto assets that are not securities themselves but were issued or sold as part of an investment contract. He said the framework has four stages: fundraising, disclosure, development, and exit. The fundraising stage includes two new exemption paths, including a startup exemption that would allow up to $5 million over four years and a larger exemption similar to Regulation A that would allow between $20 million and $75 million over 12 months.
Issuers would also need to disclose token supply, unlock schedules, minting and burning mechanisms, governance rights, smart contract details, source code, and project progress. Thorn said the proposal is notable because it introduces a “token lifecycle” approach, where a token can begin as part of an investment contract and later exit that status through a defined process.
The SEC expects about 475 issuers a year could use the investment contract safe harbor, while about 130 projects are expected to use the new fundraising exemptions. Thorn said the near-term impact may be more about resolving existing regulatory uncertainty than triggering a new wave of token launches. The proposal is still in draft form and faces potential regulatory, state-level, and congressional hurdles.