Pretty much every ICO is a securities offerings. (Don't let the talk about "utility tokens" fool you.) If you offer a security, there are applicable SEC rules.

Pretty much every ICO is a securities offerings. (Don't let the talk about "utility tokens" fool you.) If you offer a security, there are applicable SEC rules. If you want to raise money from unaccredited investors, you have to follow "Reg CF" [1], which involves regulatory filings. Most startups raise money according to Reg D of the 1933 act [2]. Depending on how you advertise your offering, there are more or less strict rules and regulations. For example, if you ever publicly mention the offering, you'll have to verify your investor's accreditation (rule 506(b) vs. 506(c)). All of this applies to any securities offering, including ICOs. [1]: https://www.sec.gov/info/smallbus/secg/rccomplianceguide-051316.htm https://www.sec.gov/info/smallbus/secg/rccomplianceguide-051... [2]: https://www.sec.gov/fast-answers/answers-regdhtm.html https://www.sec.gov/fast-answers/answers-regdhtm.html IANAL… this is not legal advice, etc. etc.