119-hr-2365119th CongressWALLET

Securities Clarity Act of 2025

Sponsored By: Representative Emmer, Tom [R-MN-6]

Introduced

Summary

Excludes "investment contract assets" from the federal definition of securities. This bill would define those assets as fungible digital tokens recorded on a cryptographically secured public distributed ledger that can be transferred person to person without an intermediary and are sold under an investment contract.

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  • Crypto projects and token holders: It would mean certain blockchain-based tokens that meet the bill's definition would not be treated as securities under the Securities Act of 1933, changing which registration and disclosure rules apply to those tokens.
  • Financial firms and markets: The bill would amend the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Securities Exchange Act of 1934, and the Securities Investor Protection Act to exclude investment contract assets from each statute's definition of a security, altering which federal securities rules apply to advisers, funds, and exchanges.
  • Regulators and program coverage: By redefining these assets across multiple statutes, the bill would shift how federal securities laws and related protections cover blockchain‑recorded investment tokens without creating new funding or programs.

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Bill Overview

Analyzed Economic Effects

1 provisions identified: 0 benefits, 0 costs, 1 mixed.

Some crypto tokens not treated as securities

If enacted, some digital tokens would not be treated as securities under several federal laws. The tokens would need to be fungible, recorded on a public, cryptographically secured blockchain, and movable person to person without an intermediary. They would also need to be sold, or intended to be sold, under an investment contract and not otherwise be a security. Issuers and trading platforms would face fewer registration and reporting rules for these tokens. Investors could lose some securities-law protections and legal remedies for those assets.

Sponsors & CoSponsors

Sponsor

Emmer, Tom [R-MN-6]

MN • R

Cosponsors

  • Rep. Soto, Darren [D-FL-9]

    FL • D

    Sponsored 3/26/2025

Roll Call Votes

No roll call votes available for this bill.

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