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Securities Clarity Act of 2025
To amend the securities laws to exclude investment contract assets from the definition of a security.
Summary
This bill amends federal securities laws to exclude "investment contract assets" from the definition of a security. Investment contract assets are defined as digital representations of value that can be transferred person-to-person on a public distributed ledger without relying on an intermediary and are sold pursuant to an investment contract. The exclusion applies across five major securities statutes: the Securities Act of 1933, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Securities Exchange Act of 1934, and the Securities Investor Protection Act of 1970. The effect would be to remove certain digital assets from federal securities regulation if they meet these criteria.
AI-generated plain-language summary of the bill text — neutral, and may be imperfect. See the full text below for the exact wording.
Sponsor (1)
- Rep. Emmer, Tom [R-MN-6] (R-MN)
1 cosponsor
- Rep. Soto, Darren [D-FL-9] (D-FL)
Actions (2)
- Mar 26, 2025 Referred to the House Committee on Financial Services. · house
- Mar 26, 2025 Introduced in House
Similar bills (6)
Bills with similar text or summary — includes reintroductions across Congresses. Ranked by semantic similarity of the bill text (computed locally); a neutral discovery aid, not a claim the bills are duplicates.
Text versions (1)
Bills are re-published as they move (Introduced → Reported → Engrossed → Enrolled …). Each stage below is a separate text; pick two to see what changed. Data from Congress.gov.
Full text
IN THE HOUSE OF REPRESENTATIVES
March 26, 2025
Mr. Emmer (for himself and Mr. Soto) introduced the following bill; which was referred to the Committee on Financial Services
A BILL
To amend the securities laws to exclude investment contract assets from the definition of a security.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
This Act may be referred to as the “Securities Clarity Act of 2025”.
SEC. 2. TREATMENT OF INVESTMENT CONTRACT ASSETS.
(a) Securities Act of 1933.—Section 2(a) of the Securities Act of 1933 (15 U.S.C. 77b(a)) is amended—
(1) in paragraph (1), by adding at the end the following: “The term ‘security’ does not include an investment contract asset.”; and
(2) by adding at the end the following:
“(20) The term ‘investment contract asset’ means a fungible digital representation of value—
“(A) that can be exclusively possessed and transferred, person to person, without necessary reliance on an intermediary, and is recorded on a cryptographically secured public distributed ledger;
“(B) sold or otherwise transferred, or intended to be sold or otherwise transferred, pursuant to an investment contract; and
“(C) that is not otherwise a security pursuant to the first sentence of paragraph (1).”.
(b) Investment Advisers Act of 1940.—Section 202(a)(18) of the Investment Advisers Act of 1940 (15 U.S.C. 80b-2(a)(18)) is amended by adding at the end the following: “The term ‘security’ does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).”.
(c) Investment Company Act of 1940.—Section 2(a)(36) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(36)) is amended by adding at the end the following: “The term ‘security’ does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).”.
(d) Securities Exchange Act of 1934.—Section 3(a)(10) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(10)) is amended by adding at the end the following: “The term ‘security’ does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).”.
(e) Securities Investor Protection Act of 1970.—Section 16(14) of the Securities Investor Protection Act of 1970 (15 U.S.C. 78lll(14)) is amended by adding at the end the following: “The term ‘security’ does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).”. <all>
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