Congress moves to strip SEC oversight from crypto tokens sold as investments
H.R. 2365 — Securities Clarity Act of 2025 · Filed by Tom Emmer (R-MN) · 1 cosponsor · Introduced Mar 26, 2025 · Referred to committee
Your members of Congress
Enter a ZIP to see where your representative and both senators stood on this bill.
Looked up on this device — your ZIP is never stored on our servers.
What it does
This bill amends five federal securities laws to exclude 'investment contract assets'—defined as fungible digital tokens on public blockchains that can be transferred peer-to-peer without intermediaries—from the legal definition of 'security.' The effect is to remove these digital assets from SEC oversight, disclosure requirements, and investor protections that apply to traditional securities, even when they are sold as investments.
Why we flagged it
The bill's operative mechanism is a narrow exclusion from securities law for digital tokens, removing SEC jurisdiction over a specific asset class. This is a deregulatory carve-out, not a broad securities reform.
What the text implies
- The definition of 'investment contract asset' requires the asset to be 'sold or otherwise transferred, or intended to be sold or otherwise transferred, pursuant to an investment contract'—meaning the carve-out applies only to tokens that ARE investments under contract law, yet removes them from securities law oversight. This creates a regulatory arbitrage: an asset can be an investment contract (a
- The peer-to-peer transfer requirement and public ledger requirement may exclude many current crypto tokens (which often rely on exchanges and custodians) but would apply to future tokens designed to meet these criteria. The bill does not require the issuer to register or disclose; it only requires the token's technical properties.
- Removal from the Securities Investor Protection Act (SIPA) means investors in these assets lose SIPC coverage (up to $500k per account) if a broker or custodian fails—a material loss of protection for retail investors.
- The carve-out applies across all five major securities statutes simultaneously, creating a comprehensive exemption rather than a narrow safe harbor. An asset excluded from the Securities Act (primary offering rules) is also excluded from the Exchange Act (trading rules), Investment Advisers Act (advisor conduct rules), and Investment Company Act (fund rules).
Section numbers refer to the bill text the analysis read — linked under Primary records below.
Who it affects
Ordinary investors in digital tokens lose federal securities protections—disclosure requirements, anti-fraud enforcement, and custody safeguards—while the assets remain marketed as investments. The carve-out is narrowly tailored to peer-to-peer digital assets but creates a regulatory gap for a high-risk asset class with a history of fraud and volatility.
Who stands to gain
- cryptocurrency issuers and projects
- crypto exchanges and trading platforms
- digital asset custodians
- venture capital and private equity firms investing in crypto
Named in the bill
SEC (Securities and Exchange Commission), Securities Act of 1933, Investment Advisers Act of 1940, Investment Company Act of 1940, Securities Exchange Act of 1934, Securities Investor Protection Act of 1970, SIPC (Securities Investor Protection Corporation)
Where it stands
1 cosponsor: 1 Democrats.
- Mar 26, 2025 — Introduced · Congress.gov: “Introduced in House”
- Mar 26, 2025 — Referred to House Committee on Financial Services · Congress.gov: “Referred to the House Committee on Financial Services”
Dates and quoted wording are Congress.gov's action record; the timeline shows status changes, not every procedural step.
Money around this bill
2 lobbying clients named this bill on 2 disclosure filings across 2 quarters, Dec 2025 to Jun 2026. Those filings disclosed $710,000 in lobbying spend. A filing names 10 bills on average, so that figure is what each filing reported, not a share belonging to this bill.
More lobbying clients named this bill than 41% of bills with at least one filing.
Tom Emmer, the sponsor, reported $2,391,750 in PAC receipts in the 2026 cycle.
- Digital Currency Group — $410,000 on 1 filing
- Crypto Council for Innovation — $300,000 on 1 filing
Lobbying Disclosure Act filings through Jul 20, 2026. A filing shows who paid to lobby on a bill it names, not what changed.
How this was measured
Analysis — Quorum's AI read the bill text published by Congress.gov (1,930 characters) on May 21, 2026. Section numbers in the findings refer to that text, linked below; transparency and hidden-provision scores are compared against the median of 16,222 analysed bills.
Status and sponsors — Congress.gov's bill record — actions, committee referrals and cosponsors — loaded nightly. The timeline shows status changes, not every procedural action.
Money — Senate Lobbying Disclosure Act filings whose specific-issue field names this bill for quarters ending Dec 2025 to Jun 2026. A filing's amount is reported whole beside the median number of bills a filing names; it is never divided across them. PAC receipts are FEC-reported contributions to the sponsor's candidate committee in the 2026 cycle.
As of — lobbying records through Jul 20, 2026 · page rendered 2026-10-20.
“Congress moves to strip SEC oversight from crypto tokens sold as investments” QuorumCivic. https://share.quorumcivic.app/bill/119/hr2365 Report an error
The week in bills
One email, Sunday: what Congress passed, what it changed, and who paid.
One link arrives to confirm the address. It is used for this email and nothing else, and every issue carries an unsubscribe link.