The U.S. Securities and Exchange Commission (SEC) has unveiled its long-awaited Regulation Crypto Assets proposal. This move marks the regulator's attempt to create a legal framework for selling tokens to investors in the U.S., offering a formal, rather than judicial, path out from under securities laws.
The question of exactly how an asset can cease to be considered a security has been a cornerstone of the protracted standoff between the SEC and Ripple over XRP. The new initiative essentially proposes replacing years of litigation with clearly defined conditions, an unprecedented step for the industry.
The Essence of the Proposal: Two Paths for Issuers
The proposal provides two levels of exemption from registration under U.S. securities laws. The first, simplified option allows raising up to $5 million in total over four years. The second, larger-scale option permits raising up to $75 million within any 12-month period but imposes additional obligations.
In both cases, issuers are required to provide investors with simple and clear explanations of the project's essence. For projects using the larger quota, a requirement is introduced to publish financial statements and file current reports. Federal regulation will take precedence over regional rules, overriding individual state requirements for such primary offerings and certain secondary trades.
The structure resembles the ICO era, when projects raised billions through public sales until regulators shut down that market. However, now the maximum amounts and transparency requirements are fixed from the start, which should prevent abuses.
This package complements the joint token classification published by the SEC and CFTC on March 17. That clarification detailed how a crypto asset that is not a security can enter or exit an investment contract—the legal form that subjects token sales to the law. Public comments on the new proposal will be accepted for 60 days after publication in the Federal Register.
The Question That Made XRP Famous Has Received a Written Answer
The SEC sued Ripple in 2020, alleging that XRP sales violated registration requirements. In 2023, Judge Analisa Torres ruled that XRP itself is not a security, but certain institutional transactions violated the law. The process concluded in August 2025.
This decision created a problem faced by all projects after Ripple: a token could only obtain an exemption from security status through a court ruling, but until now there was no clear algorithm for exiting without court involvement. The new safe harbor offers the missing mechanism.
When a team performs or officially ceases the stated managerial work for buyers, the asset no longer falls under the definition of an investment contract. "Consistent with prior commission guidance, the current proposal also provides a safe harbor for an issuer that has completed or permanently ceased all key managerial actions it stated or promised as part of the investment contract," said SEC Chair Paul S. Atkins in an official release.
The market barely reacted. XRP is hovering around $1—almost no change over the day. The token's market cap stands at $62.7 billion, ranking sixth overall. XRP's price remains far from its July 2025 record of $3.65.
The focus now is on the comment period and consideration in Congress, where the CLARITY Act, which defines the digital asset market structure, awaits a Senate vote. The final terms of the "safe harbor" will be crucial for issuers that have released tokens outside the U.S.: they will determine whether sales return to the American market.
My analysis: This is certainly a positive signal for the industry, but don't expect an instant revolution. The real value of the proposal will only become apparent after final refinements and, more importantly, after the first projects successfully navigate this path. For XRP, this is more of a historical footnote than a growth catalyst—the market has already priced in the absence of regulatory pressure. The key question now is how quickly and painlessly issuers can actually take advantage of the new rules in practice.