The United States presents a compelling environment for crypto projects, leveraging its expansive market size, abundant investment prospects, and the authoritative influence of bodies such as the SEC. Despite regulatory complexities and the absence of crypto legislation on the federal level, the US maintains its global leadership in the crypto space, drawing entrepreneurs and investors alike. The combination of a robust legal framework, vast market opportunities and a diverse landscape of innovation in the United States renders the country a prime choice for crypto ventures aiming to navigate regulatory dynamics while capitalising on growth prospects.

For businesses and investors navigating the US’s crypto asset sector, consider the following practical tips:

• Layered Regulatory Environment: The US’s approach has led to a regulatory environment where traditional laws intersect with the novel characteristics of crypto assets. For the most part, regulators at the federal level apply existing financial laws, while individual states have regulatory approaches that vary widely and continue to evolve.
• Security Classification: Crypto tokens issued in the US may be classified as securities, subjecting them to strict securities laws requiring rigorous compliance.
• Global Influence: The Securities and Exchange Commission (SEC) applies the Howey Test to determine if crypto assets are securities, significantly influencing the global regulatory landscape.
• Diverse Regulatory Focus: Some states have introduced specific legislation tailored to crypto assets and Decentralised Autonomous Organisations (DAOs), contributing to a varied yet complex regulatory landscape.

Our comprehensive report delves into the US’ progressive regulatory framework for crypto assets, highlighting:

1. Business Analysis

The report delves deeper into the US’s crypto asset regulatory framework, providing a comprehensive guide for crypto businesses. It examines essential aspects, such as

• Regulatory Environment: An in-depth look at the nuances of the US regulatory environment, the implications of security laws on token issuance and the impact of state-level developments.
• SEC Registration Requirements: Listing of the specific requirements and procedures for registering with the SEC, ensuring compliance with US securities regulations.
• DAO Legislation: A comparative analysis of the DAO legislation in 4 pioneering states: Wyoming, Tennessee, Vermont and Utah.

2. Compliance Guidance

Emphasising the importance of thorough preparation and compliance, the report offers detailed insights into compliance requirements, such as

• AML Regulations: Insights into AML and compliance frameworks, highlighting the importance of adherence to both national and international standards in the prevention of financial crimes.
• Taxation: An overview of taxation and financial planning considerations for crypto businesses operating within the jurisdiction, reflecting the need for strategic operational structuring.

3. Launch Roadmaps

Actionable steps and up-to-date strategies for establishing and operating your crypto project in the US regulatory environment, ensuring a smooth and compliant launch.

4. Expert Insights

Perspectives from industry experts with a deep understanding of global regulatory environments, offering guidance to navigate the complexities of US crypto regulations.

The US debate over stablecoins began with the Stablecoin Tethering and Bank Licensing Enforcement (STABLE) Act in 2020, which proposed requiring issuers to obtain full banking charters and hold reserves at the Federal Reserve. Over the next several years, lawmakers introduced multiple bills, including the Stablecoin Transparency of Reserves and Uniform Safe Transactions (TRUST) Act and the Clarity for Payment Stablecoins Act.

The culmination of years of legislative effort came in April 2025, when Senator Bill Hagerty introduced the Guiding and Establishing National Innovation for US Stablecoins (GENIUS) Act. The bill passed the Senate on 17 June 2025 by a bipartisan vote of 68–30, marking the first time a comprehensive crypto asset bill had cleared a chamber of Congress.

The GENIUS Act introduces a new regulatory category: “federal qualified issuers”, which allows nonbank entities to issue stablecoins under direct Federal Reserve supervision. It also formally recognises “state-qualified issuers”, enabling firms operating under state-level regimes to issue stablecoins, provided their outstanding circulation remains below $10 billion. All issuers are required to maintain one-to-one reserve backing, provide monthly attestations of reserves, and ensure clear redemption rights for token holders. In line with broader efforts to integrate stablecoins into the financial system, issuers are brought under Bank Secrecy Act (BSA) compliance, which subjects them to anti-money laundering (AML) and know-your-customer (KYC) obligations.

Crucially, the Act provides long-awaited legal clarity by explicitly stating that permitted stablecoins are not to be treated as “securities.” This exemption aligns with a recent Securities and Exchange Commission (SEC) statement suggesting that certain fiat-referenced stablecoins may fall outside the securities framework if they meet specific criteria. To qualify, a stablecoin must:

1. Be pegged 1:1 to the US dollar;
2. Be redeemable at par for USD at any time;
3. Be fully backed by low-risk, highly liquid reserves; and
4. Be marketed solely as a means of payment, not as an investment.

In such cases, the token would not meet the Howey test for an “investment contract.” The GENIUS Act formalises that stablecoins function as payment tools or stores of value rather than investment products, providing greater legal certainty for issuers and market participants.

A key and potentially far-reaching aspect of the GENIUS Act is its stance on foreign issuers. It essentially gives the US Treasury a gatekeeping role: overseas stablecoin issuers can only offer their tokens to US users if the Treasury confirms that the foreign regulatory system is sufficiently comparable to US standards. This provision is widely viewed as an effort to close regulatory loopholes and could directly affect market giants like Tether. Legally registered in the British Virgin Islands under Tether Limited, the issuer of USDT has already been delisted from EU exchanges after failing to obtain authorisation under the Markets in Crypto-Assets Regulation (MiCA). Now, with the GENIUS Act on the horizon, a question looms over whether Tether will be allowed to continue offering USDT in the US market, or whether it stands to lose access to yet another major jurisdiction.

The GENIUS Act, however, has not escaped political backlash. Notably, it does not include an explicit prohibition on stablecoin issuance by Big Tech firms — a key feature of its predecessor (STABLE Act). This omission prompted fierce criticism from House Democrats, who accused the bill of creating a permissive pathway for corporate giants to exert influence over monetary instruments. Representative Maxine Waters led the opposition, describing the legislation as “riddled with loopholes” and warning that it would enable Big Tech and other commercial powerhouses to issue their stablecoins with insufficient oversight. In protest, Democrats introduced a self-explanatory countermeasure — the “Stop TRUMP in Crypto Act” — aimed at prohibiting government officials from personally profiting from crypto-related ventures while in office, an unmistakable jab at President Donald Trump’s reported ties to the “USD1” stablecoin project.

As of mid-2025, the GENIUS Act awaits final passage in the House and the President’s signature. If enacted, it will represent not only the first federal law in the United States specifically addressing crypto assets, but also a milestone in legislative evolution — one that reflects a deliberate attempt to balance financial innovation with regulatory safeguards. The journey from the STABLE Act’s rigid, bank-only model to the GENIUS Act’s more flexible framework illustrates a shift towards pragmatism: stablecoins are still firmly anchored within regulatory perimeters, yet issuers are now offered multiple, carefully supervised pathways to operate under state or federal oversight.

In a landmark development for the crypto industry, April 2025 saw President Donald Trump sign into law a bill repealing the IRS’s Digital Assets Sale and Exchanges Rule — commonly referred to as the “DeFi Broker Rule.” The move marks the first time crypto-specific federal legislation has been enacted in the United States.

Using the Congressional Review Act of Disapproval (CRA), Congress overturned the rule, which had been finalised in late 2024. The now-repealed regulation would have dramatically expanded the IRS’s authority by imposing burdensome reporting obligations on a wide range of entities in the digital asset ecosystem — including self-custodial wallet providers and developers of non-custodial software.

Under the proposed rule, these actors would have been required to report gross proceeds from crypto transactions and identify taxpayers involved — a move critics argued was both technologically unfeasible and legally overbroad, posing a threat to privacy and innovation.

The repeal is being hailed as a major victory for the DeFi sector and for advocates of crypto innovation and individual privacy, while also raising questions about how the US will approach tax compliance and enforcement in a decentralised financial system moving forward.

Market participants have responded positively, with many viewing the rollback as a clear signal that US lawmakers are increasingly receptive to crypto-native concerns — paving the way for more tailored, potentially innovation-friendly regulation in the future.

In April, the SEC outlined when certain stablecoins — termed Covered Stablecoins — do not qualify as securities.

To qualify as a non-security under the SEC’s new guidance, a stablecoin must:

• Be pegged 1:1 to the USD
• Be redeemable at any time for USD
• Be fully backed by low-risk, highly liquid reserves
• Be marketed solely as a means of payment, not as an investment

The key conclusion: the offer and sale of Covered Stablecoins do not constitute securities under the Securities Act or the Exchange Act.

That may sound intuitive — these are payment tools, not investment vehicles—but legally, the analysis is more nuanced.

The “note” question: Reves test

Because Covered Stablecoins involve a right of redemption and issuer obligation, they share similar features with notes, which are included in the statutory definition of a “security.”

A note is a debt instrument — essentially a written promise by one party (the issuer) to repay another party (the holder) a certain amount of money, possibly with interest, either on demand or at a fixed future date.

That structure triggers the need for further legal analysis under the Reves test (from Reves v. Ernst & Young (1990)) to determine whether the presumption that a note is a security can be rebutted.

The Reves test weighs four factors:

1. Motivations of the buyer and seller – are they seeking profit or fulfilling a commercial or consumer purpose?
2. Plan of distribution – is there widespread trading for speculative purposes?
3. Reasonable expectations – would a reasonable buyer expect the instrument to be a security?
4. Risk-reducing features – are there mechanisms (such as regulation or collateral) that reduce risk?

The SEC’s conclusion regarding stablecoins:

• Buyers are motivated by utility, not profit
• Stablecoins are widely distributed but designed for price stability, not speculation
• Marketing focuses on payment functionality, not investment potential
• A fully collateralised reserve system significantly reduces risk

The SEC concludes that Covered Stablecoins are not securities under Reves.

What about Howey?

Even if not a “note,” a stablecoin might still qualify as an investment contract under the Howey test if it involves:

• An investment of money
• In a common enterprise
• With a reasonable expectation of profit
• Derived from the efforts of others

However, buyers of Covered Stablecoins do not expect profit from others’ efforts. These coins are used like digital dollars — for payments and storage of value — not investments.

Key takeaway

What the SEC did here is apply its core economic reality principle: If a stablecoin is built as a means of payment, marketed as a means of payment, and functions like a means of payment, the SEC will treat it as a means of payment, not a security.

On 20 March 2025, the US Securities and Exchange Commission (SEC) issued its first official statement on crypto mining, confirming that income generated from mining on Proof-of-Work (PoW) blockchains does not constitute security.

While widely assumed within the industry, this clarification is a landmark move. It addresses long-standing ambiguity over whether mining profits could fall under the definition of an “investment contract” under the Howey Test — the legal test used to determine whether an arrangement must be registered under securities laws.

The SEC distinguishes between two types of mining:

• Solo mining, where individuals use their own hardware
• Mining pools, where multiple users share resources but still perform transaction validation independently

In both cases, miners are not earning through the efforts of others — a key element of the Howey Test. Instead, they are being compensated for directly supporting blockchain operations. As such, mining is viewed by the SEC as a technical function rather than an investment activity.

It’s important to note that this clarification applies exclusively to Proof-of-Work protocols, such as Bitcoin. The SEC has not yet issued a position on Proof-of-Stake (PoS), where transaction validation is based on token ownership rather than computing power. In contrast, the UK has already excluded PoS-related earnings from its collective investment scheme regime through legislative amendments.

This move is part of the SEC’s broader campaign to clarify its stance on key crypto sectors. In February, it released a statement on memecoins. Now, with mining addressed, all eyes turn to how the SEC will regulate staking and decentralised finance. Though the statement is legally binding only in the US, its global impact is significant, given the SEC’s role in shaping international regulatory approaches.

In a significant clarification for the crypto industry, the Division of Corporation Finance of the US Securities and Exchange Commission (SEC) has stated that meme coins do not fall under US securities laws. According to the Division, meme coins — often inspired by internet trends, characters, or viral events — do not meet the legal criteria to be classified as securities, meaning their issuers and traders are not required to comply with the Securities Act of 1933’s registration or exemption requirements.

The SEC’s Division of Corporation Finance describes meme coins as a distinct category of crypto assets that:

• Are primarily purchased for entertainment, social engagement, and cultural purposes.
• Derive their value from market demand and speculation rather than utility or financial backing.
• Typically lack inherent functionality or real-world applications.
• Exhibit extreme price volatility driven by social media hype and community sentiment.
• Are often accompanied by disclaimers highlighting their speculative nature.

Why Aren’t Meme Coins Considered Securities?

According to the Division, meme coins do not meet the definition of securities under US federal law. They do not represent ownership in a business, generate financial returns, or confer rights to future profits or assets — key characteristics that typically define securities.

Do Meme Coins Pass the Howey Test?

The Howey Test determines whether an asset qualifies as an investment contract, a type of security. Meme coins fail three out of four Howey criteria:

1. No Common Enterprise – Buyers of meme coins are not contributing to a pooled investment where a promoter or company develops the asset for profit.
2. No Reasonable Expectation of Profit – Value fluctuations stem from speculation and collective sentiment, much like collectibles, rather than business growth.
3. No Reliance on Managerial Efforts – Meme coin prices do not depend on the actions of their creators but instead rise and fall based on viral trends and community activity.

While this announcement provides a broad exemption for most meme coins, the SEC reserves the right to evaluate individual cases. Meme coins that do not align with these general characteristics — or are structured to bypass securities regulations — could still be subject to federal securities laws.

With the new administration in office, the United States has unveiled a transformative regulatory vision for digital assets. On his first days in office, President Trump issued the “Strengthening American Leadership in Digital Financial Technology” executive order, charting a proactive and innovation-focused agenda.

Key measures include:

• Rescinding previous executive orders that hindered digital financial innovation.
• Establishing the President’s Working Group on Digital Asset Markets, chaired by a Special Advisor for AI and Crypto, to devise a cohesive regulatory strategy.
• Prohibiting Central Bank Digital Currencies (CBDCs) while promoting dollar-backed stablecoins to reinforce the dollar’s global dominance.
• Proposing a comprehensive federal regulatory framework for digital assets, including stablecoins, addressing market structure, oversight, consumer protection, and risk management.
• Evaluating the creation of a national digital asset stockpile, leveraging cryptocurrencies lawfully seized through enforcement actions.

In tandem, the SEC has announced the formation of a Crypto Task Force under Acting Chairman Mark T. Uyeda, led by Commissioner Hester Peirce. This initiative seeks to establish clear registration and disclosure requirements while fostering coordination with federal, state, and international counterparts.

Thus, the United States has outlined three key priorities for digital asset development:

1. Enhancing Regulatory Transparency: The executive order underscores the need for clear, technology-neutral regulations to ensure market integrity while fostering innovation. Jurisdictional boundaries will be set for regulatory bodies like the SEC and CFTC, mitigating overlapping enforcement actions. The move away from “regulation by enforcement” to structured guidance will offer businesses and investors much-needed clarity.
2. Combining Blockchain and AI Technologies: By promoting public blockchain networks, the administration emphasises blockchain’s role in economic development while protecting individual rights to use and develop these networks. The President’s Working Group will likely explore synergies between blockchain and AI, potentially driving AI-enhanced blockchain applications and securing the US’s global leadership in digital technologies.
3. Rejecting CBDCs in Favour of Decentralised Solutions: The executive order explicitly prohibits CBDCs, citing risks to financial privacy and individual freedoms. Instead, the administration supports dollar-backed stablecoins as a decentralised, innovation-friendly alternative. This policy aims to strengthen the US dollar’s global dominance without centralised control.

By shifting from regulatory ambiguity to a defined framework, the United States has signalled a new era of innovation and compliance, creating a ground for responsible growth in the crypto industry. This strategic clarity marks a significant victory for the sector, replacing uncertainty with a forward-looking regulatory approach.