What has the SEC defined as “security assets” in crypto?
At the end of March 2025, the United States Securities and Exchange Commission (SEC) issued for the first time aOfficial classificationWhat types of cryptocurrencies can be consideredSecurity ActivitiesThis decision, although focused on the American market, hasThe Global Impact, especially for Brazilian projects that operate in the DeFi (Decentralized Finance) ecosystem or in negotiations with international institutions.
The SEC used theHowey’s test— a legal criterion created in the 1940s to classify investments — to evaluate tokens as investment contracts.Active securityWhen is:
- There is money investmentwith expectation of profit;
- The investment is made in a joint venture or project;
- Profit depends on the efforts of third parties.(Teams, developers and foundations)
This means that tokens linked toInitial Offering of Coins (ICOs)In Brazil, development funds or even some DeFi protocols that offer fixed income can be framed as securities.Regulatory Adequacyfor exchanges and projects dealing with foreign assets.
How does the new SEC definition affect the Brazilian DeFi market?
Regulatory pressure on exchanges and DApps
In Brazil, aCVM (Securities and Exchange Commission)It has already signaled that it intends to adopt criteria similar to those of the SEC to classify digital assets.Technical Reportsuggesting that tokens linked to income (such as staking or yield farming) could be considered securities in certain cases.Valid this viewThis can speed up local regulation.
Brazilian exchanges that list tokens asETH, Sun or ADA— who have previously been the subject of debates about their legal nature — now need to reevaluate their due diligence processes.Automated Revenue(such as some DeFi protocols) may also be required to register your transactions with CVM if they are classified as securities.
Impact on Brazilian DeFi protocols
The DeFi ecosystem in Brazil has grown rapidly, with projects such asDeFiChain in Brazil, PandaSwap e Nubank CryptoHowever, the new classification of the SEC puts at risk the operation of some protocols that offerPassive Profitswithout proper regulation. according to data ofAnbima (Brazilian Association of Financial and Capital Market Entities), the volume of transactions in DeFi in Brazil increased180 percent by 2024This is driven by the pursuit of revenues above those offered by the traditional market.
Projects that do not adapt to the new reality can face:
- Suspension of Operationsby regulated exchanges;
- Forced auditsby the CVM;
- Judicial Proceduresunregistered offer of securities.
A recent example is the case ofToken PixFollowing pressure from CVM, the project suspended its operations in March 2025, claiming “regulatory adequacy.”
Stablecoins and the battle for income
One of the topics most discussed in the American Congress – and which has a direct reflection in Brazil – is the regulation of theStablecoins with RevenueIn 2025, the billPL 4.401 and 2021The bill, which deals in the Senate, can be approved, obliging stablecoins not to offer interest above 12% a year or to register as investment funds.
The decision of the SEC reinforces this debate, as several Brazilian projectsStablecoins with yield(as theBRZ+and OUSDBThey can be reclassified according to theFebraban (Brazilian Federation of Banks)If the regulation is approved,70% of Brazilian stablecoinsThey will have to reduce their fees or shut down their operations.$12 billion in stablecoinsEvery day, according to data from theBitwise Asset Management.
What does the Brazilian investor need to know?
How to determine if a token is a securities?
Not every token is a securities, but the line between one and the other.Utility Token(Use in an ecosystem) andSecurity tokenIt’s getting worse and worse, check out the warning signs.
- The project promises financial return(Example: “Stake and earn 20% per month”);
- There is a centralized team that manages the funds(e.g. foundations or DAOs with control over reserves);
- The token has no clear utility.outside the ecosystem (e.g. a token that only serves to pay fees, but does not give rights to governance).
According to the lawyerby Rafael AnnunziataSpecialist in Digital Law.The SEC made it clear that it does not matter whether the project is decentralized or not.If the investor expects passive profit, classification as security is likely".
What to do if you already invest in potentially regulated tokens?
If you have tokens likeUSDT, USDC or even ETHIn platforms that offer income, it is important to:
- Check the Terms of UseSome are already adapting their contracts to avoid classification as securities.
- Consult a specialized lawyerin digital or tax law. Some exchanges are automatically holding taxes on crypto income;
- Follow up on CVM updatesBy 2025, the municipality should launch aOfficial GuideClassification of tokens according to the SEC model.
A report fromThe Federal RecipeIn March 2015, he said that42% of Brazilian cryptocurrency investors have not declared their incomeThis can lead to fines from even27,5% of the unreported value.
DeFi in Brazil: current scenario and prospects
Despite the regulatory challenges, the Brazilian DeFi market continues to grow.ChainalysisBrazil is theThe second largest DeFi market in Latin AmericaIn 2025, the daily volume of DeFi transactions in Brazil reached$1.2 billion ofWith a growth of300% compared to 2023.
Projects asBrazil DeFi Alliance e Brazilian NervesThey are looking for alternatives to the legislation, such as:
- Tokenization of real assets(property, commodities) to reduce the classification as security;
- Protocols without automatic revenue, focused only on utility (e.g. decentralized loans without pre-fixed interest rates);
- Partnerships with traditional banksto offer regulated DeFi (e.g.:by UnibancoHe launched a DeFi pilot in partnership with aMakerdao).
The Future of Crypto Regulation in Brazil and the World
Global Regulation: Trends for 2025-2026
The SEC decision in the U.S. is just the beginning.Other countries are reviewing their laws:
- The European Union: AMiCA (Regulation of Crypto Asset Markets)It entered into force in 2024, but is still in the implementation phase. By 2026, all EU countries are expected to follow the same rules for stablecoins and exchanges;
- Argentina isThe Argentine Central Bank recently banned stablecoins with revenue, claiming systemic risk.
- singapore: AMAS (Monetary Authority of Singapore)It has announced that it will classify tokens based on their use, not just on their technology.
In Brazil, it is expected that theCVM releases final rules by the end of 2025, following the SEC model, but with adaptations to the local market.
What is the impact on Brazilian projects?
Projects that are focused onRegulatory complianceThey tend to stand out. Some examples:
- B3 Crypto: Brazilian Exchange that already requires KYC (know your client) and blocks tokens classified as securities;
- Hashdex: Crypto fund manager who has obtained registration with CVM to offer regulated products;
- The Bitcoin Market: Exchange that launched aRegulated strikeRates are below the CVM limit.
Projects that ignore the regulation run risks such as:
- Ban on international exchangesExample: Binance and Coinbase
- Proceedings for misleading advertising(Example: promising income without warning about risks)
- Loss of access to banking services(Many Brazilian banks are already blocking accounts from non-compliant crypto companies.)
Conclusion: How to prepare for DeFi regulation?
The SEC’s new classification isPoint of Turnfor the cryptocurrency market, especially in Brazil, where regulation is approaching. For investors and entrepreneurs, the keyword isAdaptation is.
If you are anInvestor, review your wallet and check if your tokens are compliant.Developer, seek legal advice to avoid misrepresentations. and if you are aEntrepreneur, consider business models that do not rely on automatic income or passive profit promises.
Regulation is not the end of DeFi, but aNecessary evolutionfor a safer and more mature market. as the economist saidby Fernando Ulrich, "Decentralization does not mean exemption from liability.Projects that do not regulate themselves will be forcibly regulated.".
Frequently Asked Questions about DeFi and Crypto Regulation in Brazil
["faq": [ { "question": "O que é o teste de Howey e por que ele é importante para criptoativos?", "answer": "O teste de Howey é um critério criado pela Suprema Corte dos EUA em 1946 para determinar se um investimento é um Value of furniture. No contexto de criptoativos, a SEC usa esse teste para classificar tokens que oferecem rendimento ou dependem de esforços de terceiros como valores mobiliários. Se um token passa no teste, ele pode estar sujeito a regulamentações como a U.S. Securities Act. No Brasil, a CVM pode adotar critérios semelhantes, especialmente para tokens que prometem lucros automáticos." }, { "question": "Como a regulação da SEC afeta um brasileiro que investe em DeFi?", "answer": "A decisão da SEC não tem efeito direto no Brasil, mas influencia a CVM e outros órgãos reguladores. Se você investe em protocolos DeFi que oferecem rendimento (como staking ou yield farming), fique atento: a CVM pode classificar esses tokens como valores mobiliários e exigir registro. Além disso, exchanges internacionais podem bloquear contas de brasileiros que operam com tokens regulados nos EUA. A recomendação é sempre verificar os termos de uso e consultar um advogado especializado." }, { "question": "Stablecoins com rendimento serão proibidas no Brasil?", "answer": "Não necessariamente, mas a regulação deve impor limites. O projeto de lei PL 4.401 and 2021, que tramita no Senado, propõe que stablecoins com rendimento acima de 12% ao ano sejam obrigadas a se registrar como fundos de investimento. Projetos como BRZ+ e USDB já estão se adaptando, reduzindo suas taxas ou oferecendo alternativas reguladas. A Febraban estima que 70% of Brazilian stablecoins serão impactadas se a lei for aprovada." }, { "question": "Posso ser multado por não declarar rendimentos de cripto para a Receita Federal?", "answer": "Sim. Desde 2019, a Receita Federal considera os rendimentos em criptoativos como Gains of Capital e exige declaração anual. Em 2025, a Receita intensificou fiscalizações e autuou 15 thousand taxpayers por omissão de informações. As multas podem chegar a 27,5% of the unreported value, além de juros. A recomendação é usar ferramentas como CoinTracker ou Koinly para acompanhar seus ganhos e prejuízos." }, { "question": "Quais são as alternativas para investir em DeFi sem correr riscos regulatórios?", "answer": "Existem várias alternativas para quem quer participar do DeFi de forma regulada:- Protocols without automatic revenueDecentralized LoansAaveorCompound, but without participation in liquidity pools that offer fixed interest rates;
- Tokenization of real assetsProjects likeAgroToken(Lastred on agricultural commodities) orActivated(property) are regulated and offer less risk of classification as security;
- Regulated by banksItaú Unibanco, for example, has launched a decentralized lending pilot in partnership withMakerdaowith all transactions registered at the Central Bank;
- Strike in regulated exchangesPlatforms such asThe Bitcoin Market e B3 Cryptooffer staking with pre-defined rates and compliance with the CVM.
- immediate suspension of operationsby the exchange that it lists;
- Forced auditsto verify that the investors’ funds have been properly managed;
- Judicial Proceduresfor unregistered offering of securities, with possible fines and compensations;
- Loss of access to banking servicesBrazilian banks are forced to block accounts of unregulated companies.
- Return of fundsInvestors should not be able to regulate the project.