NPRM: GENIUS Act regulations on payment stablecoin issuance, offer and sale (91 FR 53368) (Part 2 of 2)
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Research, not advice. Part of the Bitcoin research archive (October 2026). Claims labelled unverified, contested or fringe are reported, not endorsed; statuses of bills and rules are as of the date checked. Government, court and patent records are public domain; the research notes are CC BY 4.0.
stablecoin is outside the issued ‘‘in the United States’’ based on
unambiguous line as to whether United States. Similar to proposed the location of the issuer and acquirer.
payment stablecoins were issued in the § 1523.2(c), the reasonable belief For example, a nominally offshore
United States that depends only on standard could be supported by issuance may be structured to place
factually verifiable locations of the reasonably designed, implemented, and newly issued payment stablecoins into
issuer and the person to whom the maintained policies, procedures, and U.S. circulation through an affiliate,
payment stablecoins were issued. The controls, which may include customer distributor, market maker, platform, or
lawful or unlawful nature of the identification and due diligence, other intermediary. Conversely, an
issuance, therefore, would not depend account-opening information, issuance may involve a U.S.-organized
on other facts and circumstances, such geographic access restrictions, device- entity acting through non-U.S.
as the level of due diligence performed or network-location tools, contractual personnel, accounts, and operations for
by the issuer. representations, transaction monitoring, non-U.S. customers, with no U.S.-
Treasury acknowledges that this and other controls reasonably designed directed activity. More closely aligning
outcome may be viewed as overly strict, to identify whether the person acquiring with Regulation S may provide more
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particularly where the issuer took the payment stablecoin is outside the clarity for certain financial institutions
reasonable steps to ensure that the United States. that are already familiar with this well-
recipient was not located in the United Unlike proposed § 1523.2(c), when established framework and have
States and reasonably believed that the the person acquiring the payment controls designed for it, though it may
recipient was not located in the United stablecoin is a legal entity, if an provide more complexity for payment
States at the time of the issuance. authorized employee places the stablecoin actors that are not already
However, under this approach, the due acquisition request or other transaction familiar with Regulation S. Treasury
diligence steps that the issuer took or its instruction while abroad, the requests comment on whether an
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53380 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
offshore-transaction framework would standing alone? For example, should similar in language, structure and effect:
better distinguish between those fact such conduct include legally required Both prohibitions declare it to be
patterns, or whether the proposed notices with no promotional content; unlawful for a digital asset service
approach, including the proposed factual communications to existing provider to engage in certain proscribed
definition of ‘‘located in the United holders; processing conversion, activities related to a payment
States’’ and proposed § 1523.2(b)–(d), redemption, or repurchase requests; stablecoin, unless the payment
provides greater administrability and ordinary custody or safekeeping; and stablecoin is issued by a person meeting
certainty. ordinary technical support? certain criteria. The most obvious
Treasury also requests comment on Question 50: Are there additional differences between the two
whether the alternative frameworks concepts, conditions, limitations, prohibitions are the date on which each
would create undue complexity or interpretations, or exceptions from becomes applicable and the criteria that
increase or decrease evasion risk or risk Regulation S or other areas of law that must be met for a digital asset service
of flowback of large volumes of payment Treasury should consider incorporating provider not to violate each prohibition.
stablecoins to the U.S. market. into any offshore transaction framework Beyond these obvious differences,
Question 44: Should Treasury adopt for payment stablecoin issuance? For there are two more subtle differences
the first alternative described above, example, should Treasury consider a between the prohibitions in sections
wherein an issuance is per se unlawful category structure, distribution 3(b)(1) and 3(b)(2) of the Act (12 U.S.C.
if any payment stablecoins are issued to compliance periods, offering 5902(b)(1), (2)). First, whereas section
persons located in the United States, restrictions, purchaser certifications, 3(b)(1) proscribes the ‘‘offer or [sale]’’ of
where knowledge and procedures are transfer restrictions, notice or platform- certain payment stablecoins, section
relevant only for the secondary question control requirements, special treatment 3(b)(2) proscribes the ‘‘offer, [sale], or
of whether criminal penalties may for discretionary accounts or similar otherwise mak[ing] available’’ of certain
attach? accounts held for the benefit or account payment stablecoins. With respect to
Question 45: Should Treasury adopt of non-U.S. persons by others, such as ‘‘make available,’’ Treasury
an offshore transaction framework more fiduciaries, organizations, or affiliates? acknowledges that different terms in a
similar to Regulation S, such as the Should Treasury also incorporate anti- statute are ordinarily presumed to have
approach described in the second evasion principles, such as rules for different meanings, in which case,
alternative above, under which a foreign transactions specifically targeted at ‘‘make available’’ should be understood
payment stablecoin issuer would be identifiable groups of U.S. persons to refer to a distinct set of activities that
deemed not to issue a payment abroad, prearranged transactions with are not ‘‘offer’’ or ‘‘sale,’’ but that
stablecoin in the United States for persons in the United States, or general rule is not dispositive.49 In this
purposes of section 3(a) of the Act (12 transactions that are formally offshore case, the Act defines ‘‘offer’’ as ‘‘to make
U.S.C. 5902(a)) if the issuance is made but part of a plan or scheme to evade available for purchase, sale, or
in an offshore transaction and no section 3(a) of the Act (12 U.S.C. exchange.’’ 50 For this reason, Treasury
directed selling efforts are made in the 5902(a))? does not believe that the statutory terms
United States by the issuer or any
E. Payment Stablecoin Offer and Sale ‘‘offer,’’ ‘‘sell,’’ and ‘‘make available’’ are
person acting on its behalf?
Question 46: Should any offshore (Proposed § 1523.3) mutually exclusive, and they may
transaction framework apply only to Proposed § 1523.3 implements the significantly overlap. Further, at least
foreign payment stablecoin issuers? prohibitions in section 3(b) of the Act for purposes of the proposed rule,
Should such a framework replace (12 U.S.C. 5902(b)) on offers and sales Treasury believes that the value of
proposed § 1523.2(b)–(d), supplement of payment stablecoins by digital asset reducing redundancy and promoting
proposed § 1523.2(b)–(d), or be service providers. Proposed paragraphs clarity to digital asset service providers
structured as a safe harbor under (a) and (b) codify the statutory on the scope of prohibited activities
§ 1523.4? prohibitions in sections 3(b)(1) and counsels against providing separate and
Question 47: Should a foreign 3(b)(2) of the Act (12 U.S.C. 5902(b)(1), distinct examples of what constitutes
payment stablecoin issuer be unable to (2)) with certain clarifications. Proposed the ‘‘mak[ing] available’’ of a payment
rely on offshore treatment if the issuer paragraph (c) clarifies a digital asset stablecoin, which may create confusion
or any person acting on its behalf knows service provider’s obligations with among the legal obligations that apply to
that the transaction has been respect to a foreign payment stablecoin digital asset service providers. For this
prearranged with a person in the United issuer’s compliance with lawful orders reason, proposed § 1523.3(d)
States? and reciprocal arrangements. Proposed enumerates a single set of activities that,
Question 48: What conduct should paragraph (d) provides examples of when conducted by a digital asset
Treasury identify as inconsistent with activities that constitute an offer or sale service provider, would violate either
offshore treatment or as evidence of of a payment stablecoin to a person in section 3(b)(1) or section 3(b)(2), as
directed selling efforts in the United the United States. Proposed paragraph applicable. Treasury notes that these
States? For example, should such (e) describes when a digital asset service 49 See, e.g., William Eskridge, Interpreting Law
conduct include advertising the provider will be deemed not to violate (2016) (noting that the presumption against
payment stablecoin as available to the prohibitions in section 3(b) of the interpreting a provision of a statute in a way that
persons in the United States, advising Act (12 U.S.C. 5902(b)). would render other provisions superfluous or
persons how to evade location-detection In developing proposed regulations to redundant ‘‘must give way when offset by other
evidence of statutory meaning’’); King v. Burwell,
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or restriction mechanisms, providing implement section 3(b) of the Act (12
576 U.S. 473, 491 (2015) (noting with respect to a
U.S.-directed liquidity incentives, U.S.C. 5902(b)), Treasury first particular statute that ‘‘rigorous application of the
supporting U.S.-facing wallet or considered the relationship between the canon does not seem a particularly useful guide to
platform integrations, or facilitating prohibitions in section 3(b)(1) and a fair construction of the statute’’); Marx v. Gen.
section 3(b)(2). As a preliminary matter, Revenue Corp., 568 U.S. 371, 385 (2013) (observing
U.S. merchant acceptance? that ‘‘[t]he canon against surplusage is not an
Question 49: What conduct should Treasury notes that the prohibitions in absolute rule’’).
Treasury identify as ordinarily not section 3(b)(1) and section 3(b)(2) of the 50 See section 2(21) of the Act (12 U.S.C.
constituting directed selling efforts Act (12 U.S.C. 5902(b)(1), (2)) are 5901(21)).
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53381
examples are not exhaustive, and that stablecoin is issued by a permitted payment stablecoin issuer unless the
other activities may constitute the offer, payment stablecoin issuer. Proposed foreign payment stablecoin issuer has
sale, or making available of a payment § 1523.3(a) implements section 3(b)(1) of the technological capability to comply
stablecoin. the Act (12 U.S.C. 5902(b)(1)) and with, and will comply, with the terms
Second, section 3(b)(1) applies to the provides that beginning on July 18, of any lawful order and any reciprocal
offer or sale of certain payment 2028, except in accordance with arrangement pursuant to section 18 of
stablecoins ‘‘to a person in the United § 1523.4, it shall be unlawful for a the Act (12 U.S.C. 5916).
States,’’ but section 3(b)(2) applies to the digital asset service provider to offer or The text of proposed § 1523.3(b)
offer, sale, or otherwise making sell a payment stablecoin to a person differs from the text of section 3(b)(2) of
available ‘‘in the United States’’ of located in the United States unless the the Act (12 U.S.C. 5902(b)(2)) in two
certain payment stablecoins. As payment stablecoin is (i) issued by a respects. First, the inclusion of the
discussed above, Treasury permitted payment stablecoin issuer, or qualifying language ‘‘except in
acknowledges that different terms in a (ii) issued by a foreign payment accordance with § 1523.4’’ makes clear
statute are ordinarily presumed to have stablecoin issuer that meets the criteria from the outset that certain exemptions
different meanings. However, Treasury set out in section 18(a) of the Act (12 and safe harbors may apply. These
believes that whatever the outer U.S.C. 5916(a)). exemptions and safe harbors are
boundaries of this phrase in section The text of proposed § 1523.3(a) addressed below in connection with
3(b)(2), offering, selling, or otherwise codifies the substance of section 3(b)(1) proposed § 1523.4. Second, proposed
making available a payment stablecoin of the Act (12 U.S.C. 5902(b)(1)) without § 1523.3(b) makes clear that, as
‘‘in the United States’’ must include change but Treasury has included discussed above, the statutory phrase
offering or selling to a person located in certain ministerial clarifications in the ‘‘offer, sell, or otherwise make available
the United States. Thus, in this respect, regulatory text. First, proposed in the United States’’ includes offering
section 3(b)(2) at least includes, if it is § 1523.3(a) specifies that the prohibition or selling to a person located in the
not coextensive with, section 3(b)(1). in section 3(b)(1) becomes applicable on United States.
This reading is consistent with section July 18, 2028, which is the date that is Treasury considered whether section
3(e) of the Act (12 U.S.C. 5902(e)), three years after the date of enactment 3(b)(2) of the Act (12 U.S.C. 5902(b)(2))
which provides extraterritorial of the Act. Second, the inclusion of the is applicable to a payment stablecoin
treatment for conduct involving an offer qualifying language ‘‘except in issued by a foreign payment stablecoin
or sale of a payment stablecoin to a accordance with § 1523.4’’ makes clear issuer meeting the criteria set out in
‘‘person located in the United States.’’ from the outset that certain exemptions section 18(a) of the Act (12 U.S.C.
As noted above, Treasury believes that and safe harbors may apply. These 5916(a)). Treasury does not believe that
the value of promoting clarity and exemptions and safe harbors are sections 18(a) and 3(b), when read
reducing redundancy counsels against addressed below in connection with together, were intended to relieve
an overly complex proposed rule. proposed § 1523.4. Third, whereas foreign payment stablecoin issuers
Accordingly, proposed § 1523.3(b) section 3(b)(1) merely cross-references meeting the criteria in section 18(a) of
specifies that the prohibition in section section 18 of the Act (12 U.S.C. 5916) the Act (12 U.S.C. 5916(a)) of the
3(b)(2) extends to offers or sales to as providing an exemption, proposed obligations to comply with lawful
persons located in the United States, § 1523.3(a) more clearly spells out that orders and reciprocal arrangements, or
and all of the examples enumerated in the prohibition does not apply to a to authorize the offer or sale of payment
proposed § 1523.3(d) that would violate payment stablecoin issued by a foreign stablecoins issued by non-compliant
section 3(b)(1) or section 3(b)(2), as payment stablecoin issuer that meets the issuers. Instead, Treasury believes that
applicable, are activities conducted with criteria set out in section 18(a) of the sections 18(a) and 3(b), when read
respect to persons located in the United Act (12 U.S.C. 5916(a)). together, relieve foreign payment
States. stablecoin issuers meeting the criteria of
Question 51: Does Treasury’s 2. Offer and Sale of Payment Stablecoins section 18(a) of the Act (12 U.S.C.
interpretation of the relationship Issued by Foreign Payment Stablecoin 5916(a)) from the general prohibition on
between section 3(b)(1) and section Issuers (Proposed § 1523.3(b)) offers and sales of their payment
3(b)(2) reflect the best reading of the Section 3(b)(2) of the Act (12 U.S.C. stablecoins, while retaining the
Act? In particular, does the phrase 5902(b)(2)) provides that it shall be obligations to comply with lawful
‘‘make available’’ include activities not unlawful for any digital asset service orders and reciprocal arrangements.
already covered by ‘‘offer’’ or ‘‘sell,’’ and provider to offer, sell, or otherwise make Treasury notes that these obligations of
if so, what are specific examples of such available in the United States a payment foreign payment stablecoin issuers arise
activities? Is offering or selling ‘‘in the stablecoin issued by a foreign payment under or are reinforced by other
United States’’ meaningfully different stablecoin issuer unless the foreign provisions of the Act, namely section
from offering or selling ‘‘to a person in payment stablecoin issuer has the 8(a)(1) of the Act (12 U.S.C. 5907(a)(1))
the United States’’? technological capability to comply, and (regarding lawful orders) and sections
will comply, with the terms of any 18(a) (12 U.S.C. 5916(a)) and 18(d) of
1. Offer and Sale Activities On and After lawful order and any reciprocal the Act (12 U.S.C. 5916(d)) (regarding
July 18, 2028 (Proposed § 1523.3(a)) arrangement pursuant to section 18 of reciprocity).
Section 3(b)(1) of the Act (12 U.S.C. the Act (12 U.S.C. 5916). Proposed
5902(b)(1)) provides that, except as § 1523.3(b) implements section 3(b)(2) 3. Compliance With Lawful Orders and
Reciprocal Arrangements (Proposed
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provided in section 3(c) (12 U.S.C. of the Act (12 U.S.C. 5902(b)(2)) and
5902(c)) and section 18 (12 U.S.C. 5916), provides that, except in accordance with § 1523.3(c))
beginning on the date that is three years § 1523.4, it shall be unlawful for a As described above, section 3(b)(2)
after the date of enactment of the Act, digital asset service provider to offer or and proposed § 1523.3(b) each refer to
it shall be unlawful for a digital asset sell to a person located in the United limitations on digital asset service
service provider to offer or sell a States, or otherwise offer, sell, or make providers’ ability to offer, sell, or make
payment stablecoin to a person in the available in the United States, a available in the United States a payment
United States, unless the payment payment stablecoin issued by a foreign stablecoin issued by a foreign payment
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53382 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
stablecoin issuer. In particular, in order payment stablecoin issuers in all cases stablecoin issuer’s noncompliance with,
for the payment stablecoin to be because it would be impossible for the for example, a lawful order may be
lawfully offered, sold, or made available digital asset service provider to meet readily available from public or non-
by a digital asset service provider, the these exacting standards. Treasury public sources accessible to the digital
foreign payment stablecoin issuer must believes this strict reading is not asset service provider, even when no
have the technological capability to compelled by the text of the statute and prohibition on secondary trading under
comply, and will comply, with the would frustrate the purpose of the Act, section 8 is yet in effect. In such a
terms of any lawful order and any which clearly contemplates the offer or situation, Treasury believes that a
reciprocal arrangement pursuant to sale by digital asset service providers of digital asset service provider should not
section 18 of the Act (12 U.S.C. 5916). payment stablecoins issued by foreign be able to rely on the foreign payment
Recognizing the importance of payment stablecoin issuers, at least in stablecoin issuer’s representation. As
providing clarity to digital asset service some cases. such, the proposed requirement that a
providers on how to avoid unlawful Instead, Treasury proposes a more digital asset service provider must
offers and sales of payment stablecoins practical approach that permits a digital conduct reasonable due diligence is
issued by foreign payment stablecoin asset service provider to rely in certain intended to go beyond merely
issuers, proposed § 1523.3(c) clarifies a circumstances on a foreign payment confirming that no prohibition on
digital asset service provider’s stablecoin issuer’s representation that secondary trading is in effect. Rather,
obligations with respect to these the foreign payment stablecoin issuer the digital asset service provider should
requirements. It provides that, for has the technological capability to consider all reasonably available
purposes of proposed § 1523.3(b), a comply, and will comply, with the sources of information regarding the
digital asset service provider may rely terms of any lawful order and any foreign payment stablecoin issuer.
on a representation by a foreign reciprocal arrangement pursuant to Second, the digital asset service
payment stablecoin issuer that the section 18 of the Act (12 U.S.C. 5916). provider may not rely on a foreign
foreign payment stablecoin issuer has To be entitled to rely on such a payment stablecoin issuer’s
the technological capability to comply, representation, however, the digital representation if, based on such due
and will comply, with the terms of any asset service provider must meet two diligence or other information
lawful order and any reciprocal criteria. reasonably available to it, the digital
arrangement pursuant to section 18 of First, the digital asset service provider asset service provider knows, has reason
the Act (12 U.S.C. 5916), subject to two may not rely on a foreign payment to know, or should know that the
constraints. First, the digital asset stablecoin issuer’s representation unless representation is false or that the foreign
service provider may not rely on such it conducts reasonable due diligence on payment stablecoin issuer does not have
the foreign payment stablecoin issuer. the technological capability to comply,
representation unless it conducts
Treasury acknowledges that what or will not comply, with the terms of
reasonable due diligence regarding the
constitutes a reasonable level of due any lawful order or any reciprocal
representation. Second, the digital asset
diligence may vary depending on the arrangement pursuant to section 18 of
service provider may not rely on such
facts and circumstances. In all cases, the Act (12 U.S.C. 5916). Treasury
representation if, based on such due
however, Treasury expects this due intends this language to include, in
diligence or other information
diligence to include confirming that no addition to actual knowledge of falsity,
reasonably available to it, the digital
prohibition on secondary trading a situation where the digital asset
asset service provider knows, has reason
pursuant to section 8 of the Act (12 service provider is aware of facts that
to know, or should know that the
U.S.C. 5907) is in effect with respect to would cause a reasonable person to
representation is false or that the foreign the foreign payment stablecoin issuer. conclude that the foreign payment
payment stablecoin issuer does not have Section 8 of the Act (12 U.S.C. 5907) stablecoin issuer does not have the
the technological capability to comply, authorizes the Secretary to designate technological capability to comply, or
or will not comply, with the terms of any foreign payment stablecoin issuer as will not comply, with the terms of any
any lawful order or any reciprocal noncompliant with the requirement that lawful order or any reciprocal
arrangement pursuant to section 18 of the foreign payment stablecoin issuer arrangement pursuant to section 18 of
the Act (12 U.S.C. 5916). has the technological capability to the Act (12 U.S.C. 5916).
In considering the requirements of comply and complies with the terms of Question 52: What due diligence
section 3(b)(2) of the Act (12 U.S.C. any lawful order.51 The Secretary’s should be required of a digital asset
5902(b)(2)), Treasury notes that, as a designation is made public via the service provider in order for the digital
practical matter, a digital asset service process laid out in section 8 of the Act asset service provider to be entitled to
provider may not know, and may not be (12 U.S.C. 5907), including publication rely on the representation of a foreign
able to ascertain without prohibitively in the Federal Register, along with a payment stablecoin issuer that the
onerous inquiry, the full extent of a prohibition on secondary trading of the foreign payment stablecoin issuer has
foreign payment stablecoin issuer’s foreign payment stablecoin issuer’s the technological capability to comply,
technological capabilities to comply payment stablecoins in the United and will comply, with the terms of any
with lawful orders and reciprocal States by digital asset service lawful order and any reciprocal
arrangements. More significantly, a providers.52 arrangement pursuant to section 18 of
digital asset service provider can never Treasury considered whether the Act (12 U.S.C. 5916)? Should the
know with certainty whether a foreign confirming the absence of any rule be more prescriptive about the form
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payment stablecoin issuer ‘‘will prohibition on secondary trading should of the representation, such as requiring
comply’’ at all times in the future with alone constitute a sufficient level of due it to be in writing, contain certain
the terms of any lawful order or any diligence on the part of a digital asset language, or be updated with some
reciprocal arrangement. Thus, a strict service provider. However, other frequency? Is the requirement to
reading of these provisions of the Act evidence of a foreign payment conduct reasonable due diligence clear
would effectively foreclose the offer or and appropriate? Should the proposed
sale by digital asset service providers of 51 See section 8(a) of the Act (12 U.S.C. 5907(a)). rule be more prescriptive about the
payment stablecoins issued by foreign 52 See section 8(b) of the Act (12 U.S.C. 5907(b)). specific steps a digital asset service
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53383
provider must take? For example, these prohibitions by enumerating regardless of the form of consideration
should the rule address certain public examples of activities that constitute the provided in return for the payment
representations or advertisements made offer or sale of a payment stablecoin to stablecoin or the timing of delivery of
by foreign payment stablecoin issuers, a person located in the United States. the payment stablecoin. Treasury
such as that their payment stablecoins Treasury emphasizes that the proposed believes that a sale should be
are resistant to freezing? Should the rule examples are not intended to be considered to have occurred regardless
require digital asset service providers to exhaustive, and that other activities by of the form of consideration provided in
retain records of the representation and digital asset service providers may return for the payment stablecoin or the
due diligence, and if so, which records constitute a violation of proposed timing of delivery of the payment
and for how long? For example, should § 1523.3(a) or proposed § 1523.3(b), as stablecoin.
a digital asset service provider be applicable, depending on the facts and Question 56: Are the proposed
required to audit or examine smart circumstances. examples of activities that, when
contracts relating to a payment First, proposed § 1523.3(d)(1) conducted by a digital asset service
stablecoin? If so, should a digital asset provides that a digital asset service provider, constitute the offer or sale of
service provider be required to verify the provider offers or sells a payment a payment stablecoin to a person
existence and/or efficacy of smart stablecoin to a person located in the located in the United States appropriate
contract functions designed to comply United States if the digital asset service and clear?
with lawful orders, such as ‘‘seize,’’ provider directly solicits a person Question 57: What additional
‘‘freeze,’’ and ‘‘burn’’ functions? Would located in the United States to purchase examples of activities that, when
such requirement effectively prevent the payment stablecoin. conducted by a digital asset service
digital asset service providers from Second, proposed § 1523.3(d)(2) provider, constitute the offer or sale of
offering, selling or otherwise making provides that a digital asset service a payment stablecoin to a person
available payment stablecoins whose provider offers or sells a payment located in the United States should be
code is not fully open source? stablecoin to a person located in the provided?
Question 53: Is the proposed ‘‘knows, United States if the digital asset service Question 58: Should the scenarios
has reason to know, or should know’’ provider advertises the payment included in proposed § 1523.3(d) be an
standard appropriate and clear? stablecoin as available for purchase by exhaustive list of violations of proposed
Alternatively, should digital asset persons located in the United States. § 1523.3(a) or proposed § 1523.3(b)
service providers be held to a more Third, proposed § 1523.3(d)(3) rather than a non-exhaustive list of
exacting standard—such as not having provides that a digital asset service examples?
any reason to suspect that a foreign provider offers or sells a payment Question 59: Is an airdrop of a
payment stablecoin issuer does not have stablecoin to a person located in the payment stablecoin considered an offer,
the technological capability to comply, United States if the digital asset service such as on the basis that the payment
or will not comply, with the terms of any provider responds to an unsolicited stablecoin is being made available for
lawful order and any reciprocal inquiry from a person located in the exchange, even in the absence of a sale
arrangement pursuant to section 18 of United States by indicating willingness for consideration? Or are such airdrops
the Act (12 U.S.C. 5916)—before being to sell the payment stablecoin. In this outside the scope of proposed § 1523.3?
entitled to rely on the foreign payment example, Treasury believes that an offer Question 60: How should the use of
stablecoin issuer’s representation? has occurred because the digital asset payment stablecoins in traditional
Question 54: Should the proposed due service provider has made a payment financial instruments and markets,
diligence requirements be different for stablecoin available for purchase, sale, including funds, implicate or not
lawful orders vs. reciprocal or exchange, regardless of the implicate the provisions governing offer
arrangements? For example, for circumstances that gave rise to the offer. or sale of payment stablecoins by digital
reciprocal arrangements, should the Fourth, proposed § 1523.3(d)(4) asset service providers? For example, if
requirements specify the extent to which provides that a digital asset service a financial instrument pays dividends in
the digital asset service provider should provider offers or sells a payment the form of payment stablecoins, should
obtain and review the terms of any stablecoin to a person located in the the offer or sale of the underlying
reciprocal arrangement with a United States if the digital asset service instrument be considered the offer or
jurisdiction that is the foreign payment provider advises potential purchasers of sale of a payment stablecoin? Should
stablecoin issuer’s domicile? the payment stablecoin on how to evade the answer depend on whether the
Question 55: Is there any difference in generally applicable location detection dividend has already been declared at
the obligations of digital asset service or restriction mechanisms that would the time the underlying instrument is
providers with respect to lawful orders otherwise detect or block purchases by offered or sold? Regardless of the
or reciprocity agreements before or after persons located in the United States, treatment of the offer or sale of the
July 18, 2028, or with respect to such as IP address checkers. This underlying instrument, should the
payment stablecoins issued by foreign example is intended to prevent digital payment of the dividend itself be
payment stablecoin issuers in asset service providers from evading the considered an offer or sale of payment
compliance with section 18(a) of the Act Act by facilitating a potential stablecoins?
(12 U.S.C. 5916(a))? purchaser’s use of technology to evade Question 61: Is it clear how proposed
the limitation on purchasers located in § 1523.3 relates to participation in an
4. Offer and Sale Activities Prescribed the United States. issuance under proposed § 1523.2? In
(Proposed § 1523.3(d))
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Fifth, proposed § 1523.3(d)(5) what scenarios would a digital asset
Whereas proposed § 1523.3(a) and provides that a digital asset service service provider violate one, the other,
proposed § 1523.3(b) aim generally to provider offers or sells a payment or both?
codify the text of the statutory stablecoin to a person located in the
prohibitions in section 3(b)(1) and United States if the digital asset service 5. Activities Deemed Not To Be Offers
section 3(b)(2), respectively, proposed provider enters into a contract for the or Sales (Proposed § 1523.3(e))
§ 1523.3(d) provides further clarity to sale of a payment stablecoin with a Whereas proposed § 1523.3(d) is
digital asset service providers regarding person located in the United States, intended to provide clarity to digital
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53384 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
asset service providers about what offer to be reasonably designed if they are also considering several alternative
and sale activities violate the static; rather, Treasury expects digital approaches for § 1523.3. First, Treasury
prohibitions in section 3(b)(1) and asset service providers to periodically is considering an alternative approach
3(b)(2) of the Act (12 U.S.C. 5902(b)(1), review and update their policies, under which proposed § 1523.3 would
(2)), proposed § 1523.3(e) describes procedures, and controls as the payment deem any offer or sale of a payment
when a digital asset service provider stablecoin market matures, technology stablecoin that is not issued by a
will be deemed not to offer or sell a evolves, as the digital asset service permitted payment stablecoin issuer or
payment stablecoin to a person located provider gains experience in offering a foreign payment stablecoin issuer that
in the United States, and will be and selling payment stablecoins, and in meets the criteria set out in section 18(a)
deemed not to offer, sell, or otherwise response to any identified instances of of the Act (12 U.S.C. 5916(a)) to a
make available in the United States a offers or sales to persons located in the person who is located in the United
payment stablecoin. In this way, United States. States to be unlawful, regardless of
proposed § 1523.3(e) is intended to Finally, the digital asset service whether the digital asset service
provide clarity and promote compliance provider must not engage in advertising provider knew or should have known
with the Act by describing what a or solicitation activities that target, or that the recipient or offeree was actually
digital asset service provider must do to could be reasonably expected to have located in the United States. Such an
avoid potentially violating section 3(b) the effect of targeting, any person alternative would involve narrowing or
of the Act (12 U.S.C. 5902(b)). located in the United States. Treasury removing proposed § 1523.3(e). This
Significantly, a digital asset service believes this condition is necessary to alternative approach would provide a
provider that meets the requirements of avoid a situation where a digital asset clear, unambiguous line that depends
proposed § 1523.3(e) will not be service provider is not knowingly only on factually verifiable location of
considered to have violated section 3(b) offering, selling, or making payment the person to whom the payment
of the Act (12 U.S.C. 5902(b)) even if the stablecoins available to a person located stablecoins were offered or sold. The
digital asset service provider’s activities in the United States, but is engaged in lawful or unlawful nature of the offer or
would otherwise constitute, for activities that could foreseeably have sale, therefore, would not depend on
example, the inadvertent sale of an this result. other facts and circumstances, such as
unregistered payment stablecoin to a Like proposed § 1523.2(c), proposed the level of due diligence performed by
person located in the United States. § 1523.3(e) incorporates certain the digital asset service provider.
To benefit from the protection of concepts that are similar to concepts Treasury acknowledges that this
proposed § 1523.3(e), a digital asset reflected in Regulation S under the outcome may be viewed as overly strict,
service provider must meet three Securities Act, but would operate particularly where the digital asset
conditions. First, the digital asset within the proposed definition of service provider took reasonable steps to
service provider must reasonably ‘‘located in the United States’’ and ensure that the recipient was not located
believe that the person to whom the would not adopt Regulation S’s in the United States and reasonably
payment stablecoin is offered, sold, or offshore-transaction framework. believed that the recipient was not
otherwise made available is not located Question 62: What policies, located in the United States at the time
in the United States. Treasury procedures, or controls should support of the offer or sale.
acknowledges that what constitutes a a reasonable belief that the acquiring As a second alternative, Treasury is
reasonable belief on the part of the person is outside the United States? considering whether to align proposed
digital asset service provider may Should Treasury identify specific § 1523.3 more directly to the territorial
depend on the facts and circumstances. controls, such as customer identification concepts reflected in Regulation S under
Similar to the proposed due diligence and due diligence, account-opening the Securities Act by adopting a broader
requirements in proposed § 1523.3(c), information, geographic access offshore transaction framework. Under
however, Treasury intends this restrictions, device- or network-location this alternative, for example, the term
requirement to exclude situations where checks, contractual representations, ‘‘located in the United States’’ would
the digital asset service provider knows transaction monitoring, or other not be defined based on an individual’s
or has reason to know, based on the controls? Would this diligence take the or entity’s status (e.g., residency or
representations of the person to whom form of self-attestations, IP address jurisdiction of organization), and a
the payment stablecoin is offered, sold, checking, identification document digital asset service provider would be
or otherwise made available or other checking, or something else? Should the deemed not to offer or sell a payment
information reasonably accessible to the policies, procedures, and controls be stablecoin to a person located in the
digital asset service provider, that the reviewed and updated on a particular United States if (i) the offer or sale is
person is located in the United States. cadence? made in an offshore transaction and (ii)
Second, the digital asset service Question 63: Are there other no directed selling efforts are made in
provider must have adopted and situations covered by proposed § 1523.3 the United States by the digital asset
implemented policies, procedures, and for which Treasury should also not service provider or any person acting on
controls reasonably designed to avoid deem an offer or sale to a person located its behalf. Proposed § 1523.3(e) similarly
offering, selling, or making available the in the United States to have occurred in incorporates certain Regulation S-like
payment stablecoin to any person furtherance of the purposes of this Act? concepts, but it would not adopt
located in the United States. Treasury For example, should offers or sales Regulation S’s offshore-transaction
emphasizes that these policies, resulting from certain types of reverse framework nor its specific definitions.
lotter on DSK8BHNXB4PROD with PROPOSALS1
procedures, and controls must not only solicitations involving payment In such an alternative, an offshore
be adopted in form, but actually stablecoins issued by foreign payment transaction could be defined to require
implemented in the digital asset service stablecoin issuers not be deemed to that no offer be made to a person in the
provider’s operations, in order for the violate the prohibition? United States and that, at the time the
digital asset service provider to benefit acquisition request or other transaction
from proposed § 1523.3(e). In addition, 6. Alternative Approaches instruction is originated, the person
Treasury believes that policies, As with payment stablecoin issuance, acquiring the payment stablecoin is
procedures, and controls cannot be said discussed in section II.D.5, Treasury is outside the United States, or the digital
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53385
asset service provider and any person may better address certain cross-border Question 68: What conduct should
acting on its behalf reasonably believe fact patterns than the proposed Treasury identify as inconsistent with
that the person acquiring the payment approach. More closely aligning with offshore treatment or as evidence of
stablecoin is outside the United States. Regulation S may provide more clarity directed selling efforts in the United
Similar to proposed § 1523.3(e), the for certain financial institutions that are States? For example, should such
reasonable belief standard could be already familiar with this well- conduct include advertising the
supported by reasonably designed, established framework and have payment stablecoin as available to
implemented, and maintained policies, controls designed for it, though it may persons in the United States, advising
procedures, and controls, which may provide more complexity for payment persons how to evade location-detection
include customer identification and due stablecoin actors that are not already or restriction mechanisms, providing
diligence, account-opening information, familiar with Regulation S. Treasury U.S.-directed liquidity incentives,
geographic access restrictions, device- requests comment on whether an supporting U.S.-facing wallet or
or network-location tools, contractual offshore-transaction framework would platform integrations, or facilitating
representations, transaction monitoring, better distinguish between those fact U.S. merchant acceptance?
and other controls reasonably designed patterns, or whether the proposed Question 69: What conduct should
to identify whether the person acquiring approach, including the proposed Treasury identify as ordinarily not
the payment stablecoin is outside the definition of ‘‘located in the United constituting directed selling efforts
United States. States’’ and proposed § 1523.3(b)–(e), standing alone? For example, should
Unlike proposed § 1523.3(e), when provides greater administrability and such conduct include legally required
the person acquiring the payment certainty. notices with no promotional content;
stablecoin is a legal entity, if an Treasury also requests comment on factual communications to existing
authorized employee places the whether the alternative frameworks holders; processing conversion,
acquisition request or other transaction would create undue complexity or redemption, or repurchase requests;
instruction while abroad, the increase or decrease evasion risk or risk ordinary custody or safekeeping; and
requirement that the person acquiring of flowback of large volumes of payment ordinary technical support?
the payment stablecoin be outside the stablecoins to the U.S. market. Question 70: Are there additional
United States would be satisfied, concepts, conditions, limitations, or
Question 64: Should Treasury adopt
regardless of the place of incorporation exceptions from Regulation S or other
the first alternative described above,
or principal place of business of the areas of law that Treasury should
wherein an offer or sale is per se
entity. consider incorporating into any offshore
unlawful if any payment stablecoins are
As compared to proposed § 1523.3(e), transaction framework for payment
offered or sold to persons located in the
the alternative would more directly stablecoin offer and sale? For example,
United States, where knowledge and
incorporate the concept of directed should Treasury consider a category
procedures are not relevant? Does this structure, distribution compliance
selling efforts from Regulation S, which
could be defined as any activity alternative reflect the better reading of periods, offering restrictions, purchaser
undertaken for the purpose of, or that the statute? certifications, transfer restrictions,
could reasonably be expected to have Question 65: Should Treasury adopt notice or platform-control requirements,
the effect of, conditioning the market in an offshore transaction framework more special treatment for discretionary
the United States for the payment similar to Regulation S, such as the accounts or similar accounts held for
stablecoin. In applying that concept to approach described in the second the benefit or account of non-U.S.
payment stablecoins, Treasury could alternative above, under which a digital persons by others, such as fiduciaries,
consider whether activity is undertaken asset service provider would be deemed organizations or affiliates? Should
for the purpose of, or could reasonably not to offer or sell a payment stablecoin Treasury also incorporate anti-evasion
be expected to have the effect of, in the United States for purposes of principles, such as rules for transactions
promoting, soliciting, or creating section 3(b) of the Act (12 U.S.C. specifically targeted at identifiable
demand in the United States for the 5902(b)) if the offer or sale is made in groups of U.S. persons abroad,
payment stablecoin. Such activity could an offshore transaction and no directed prearranged transactions with persons
include advertising or solicitation selling efforts are made in the United in the United States, or transactions that
directed at the United States, liquidity States by the digital asset service are formally offshore but part of a plan
incentives directed at U.S. use, provider or any person acting on its or scheme to evade section 3(b) of the
merchant-enablement activity in the behalf? Act (12 U.S.C. 5902(b))?
United States, U.S.-facing wallet or Question 66: Should any offshore
transaction framework apply only to F. Exemptions and Safe Harbors
platform integrations, or other
payment stablecoins issued by foreign (Proposed § 1523.4)
ecosystem-development activity
intended to facilitate the use or payment stablecoin issuers, only to Proposed § 1523.4 implements
circulation of the payment stablecoin in offshore digital asset service providers, various provisions of the Act that
the United States, even if the formal or only to some other subset of payment provide for exemptions and safe harbors
issuance occurs outside the United stablecoins or digital asset service from section 3(a)’s limitation on
States. providers? Should such a framework payment stablecoin issuance and
While informed by Regulation S replace proposed § 1523.3(e), section 3(b)’s prohibition on payment
concepts, such an approach need not supplement proposed § 1523.3(e), or be stablecoin offers or sales. Proposed
lotter on DSK8BHNXB4PROD with PROPOSALS1
import Regulation S wholesale. For structured as a safe harbor under paragraph (a) codifies the exemption in
example, Regulation S’s category § 1523.4? section 5(f) of the Act (12 U.S.C. 5904(f))
structure, distribution compliance Question 67: Should a digital asset applicable to certain persons with a
periods, and offering restrictions may service provider be unable to rely on pending application to become a
not be necessary. offshore treatment if it or any person permitted payment stablecoin issuer.
Similar to the alternative considered acting on its behalf knows that the Proposed paragraph (b) addresses those
and described in section II.D.5 above, transaction has been prearranged with a limited safe harbors that the Secretary
Treasury recognizes that this alternative person in the United States? may provide in unusual and exigent
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53386 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
circumstances pursuant to section scope. As such, the relief recognized in accordance with section 3(c)(2) of the
3(c)(2) of the Act (12 U.S.C. 5902(c)(2)). proposed § 1523.4(a) would apply only Act (12 U.S.C. 5902(c)(2)).
Proposed paragraph (c) codifies the for the period of the waiver. Further, Treasury believes that the textual
exemptions for specific transactions in such waiver provides an exemption differences between the safe harbor
section 3(h)(1) of the Act (12 U.S.C. from proposed § 1523.2 or § 1523.3 only authorities in section 3(c)(1) and section
5902(h)(1)). to the extent such waiver by its terms 3(c)(2) of the Act (12 U.S.C. 5902(c)(1),
waives section 3(a) or 3(b) of the Act (12 (2)) indicate that the latter paragraph
1. Safe Harbor for Pending Applications authorizes the Secretary to adopt safe
(Proposed § 1523.4(a)) U.S.C. 5902(a), (b)), respectively.
harbors in unusual and exigent
Section 5(f) of the Act (12 U.S.C. Question 71: Should proposed circumstances other than by
5904(f)) provides that the primary § 1523.4(a) provide any additional rulemaking. In particular, section
Federal payment stablecoin regulators guidance regarding the effect on section 3(c)(1)’s general grant of authority to the
may waive the application of the 3 of the Act (12 U.S.C. 5902) of any Secretary to adopt safe harbors specifies
requirements of the Act for a period not waivers granted by the Federal payment that such safe harbors must be issued by
to exceed 12 months beginning on the stablecoin regulators pursuant to regulation, but there is no similar
effective date of the Act with respect to section 5(f) of the Act (12 U.S.C. specification in section 3(c)(2) of the Act
the subsidiary of an insured depository 5904(f))? (12 U.S.C. 5902(c)(2)). Further, Treasury
institution, if the insured depository believes that it would frustrate the
2. Limited Safe Harbors in Unusual and
institution has an application pending purpose of section 3(c)(2) of the Act (12
for the subsidiary to become a permitted Exigent Circumstances (Proposed
U.S.C. 5902(c)(2)) to allow Treasury to
payment stablecoin issuer on that § 1523.4(b))
rapidly respond to unusual and exigent
effective date, or a Federal qualified Section 3(c) of the Act (12 U.S.C. circumstances if the Secretary were
payment stablecoin issuer with a 5902(c)) authorizes the Secretary to required to provide such safe harbors by
pending application on that effective adopt limited safe harbors from section notice-and-comment rulemaking. While
date. Proposed § 1523.4(a) implements 3(a)’s limitation on payment stablecoin proposed § 1523.4(b) does not specify
this provision and provides that the issuance in two circumstances. First, the exact procedural mechanism by
prohibitions in proposed § 1523.2 which Treasury would provide limited
section 3(c)(1) (12 U.S.C. 5902(c)(1))
(relating to payment stablecoin safe harbors in unusual and exigent
authorizes the Secretary to issue
issuance) and § 1523.3 (relating to circumstances, Treasury generally
regulations providing safe harbors that
payment stablecoin offer and sale) shall expects to provide such limited safe
not apply to a subsidiary of an insured are consistent with the purposes of the
harbors by order.
depository institution or a person Act, limited in scope, and apply to a de Question 72: The prohibition on offers
applying to be a Federal qualified minimis volume of transactions. and sales in section 3(b)(1) of the Act
payment stablecoin issuer with a Second, section 3(c)(2) of the Act (12 (12 U.S.C. 5902(b)(1)) states that it is
pending application to become a U.S.C. 5902(c)(2)) authorizes the ‘‘except as provided in subsection (c),’’
permitted payment stablecoin issuer on Secretary to provide limited safe harbors but the text of subsection (c) itself only
the effective date of the Act, but only if if the Secretary determines that unusual expressly references safe harbors from
a waiver is granted by the primary and exigent circumstances exist.53 subsection (a). Is section 3(c) (12 U.S.C.
Federal payment stablecoin regulator Proposed § 1523.4(b) implements 5902(c)) best read to authorize
under section 5(f) of the Act (12 U.S.C. section 3(c)(2) of the Act (12 U.S.C. standalone safe harbors for offer and
5904(f)), and only to the extent such 5902(c)(2)) and provides that the sale unrelated to an issuance of
waiver by its terms waives the prohibitions in proposed § 1523.2 and payment stablecoins? Or is it best read
provisions of section 3 of the Act (12 proposed § 1523.3 shall not apply to the to only authorize safe harbors for offer
U.S.C. 5902). extent that the Department of the and sale incidental to issuance?
Treasury believes that the authority Treasury determines that unusual and Question 73: Should Treasury issue
granted to the primary Federal payment exigent circumstances exist in any regulatory safe harbors under
stablecoin regulators in section 5(f) of section 3(c)(1) of the Act (12 U.S.C.
the Act (12 U.S.C. 5904(f)) authorizes 53 Prior to issuing a limited safe harbor, Treasury 5902(c)(1)) at this time? If so, how would
those regulators to waive the provisions must submit to the chairs and ranking members of Treasury determine that those safe
of section 3 of the Act (12 U.S.C. 5902) the Committee on Banking, Housing, and Urban harbors were limited to a de minimis
Affairs of the Senate and the Committee on
for pending applicants. The statutory Financial Services of the House of Representatives volume of transactions? For example,
phrase ‘‘the requirements of this Act’’ a justification for the determination of the unusual should any safe harbors be time based
plainly encompasses all of the and exigent circumstances, which may be contained (e.g., providing safe harbors for all
requirements of the Act, including in a classified annex. See section 3(c)(2)(B) of the issuances for some period of time
Act (12 U.S.C. 5902(c)(2)(B)). For the avoidance of
section 3’s requirements regarding the doubt, the determination that ‘‘unusual and exigent following the effective date of the Act or
issuance, offer, and sale of payment circumstances’’ exist for purposes of section 3(c)(2) providing safe harbors for all offers and
stablecoins. of the GENIUS Act and any associated regulations, sales for some period of time following
Although such waivers granted by the orders, justifications, or interpretations do not July 18, 2028)? Alternatively, should any
constitute a determination or interpretation for
primary Federal payment stablecoin purposes of other provisions of law that reference
safe harbors be transaction size limited
regulators could be viewed as self- unusual or exigent circumstances. For example, the (e.g., providing safe harbors for all
executing, Treasury believes that context for the Secretary’s determination that issuances, offers, and sales below a
‘‘unusual and exigent circumstances’’ exist for
lotter on DSK8BHNXB4PROD with PROPOSALS1
expressly recognizing these waivers in certain volume of transactions, such as
purposes of section 3(c)(2) of the GENIUS Act (12
proposed § 1523.4(a) would promote U.S.C. 5902(c)(2)) is distinct from the Secretary’s
$1 million dollars per year)? Or instead
clarity for the industry and for potential approval of any program or facility established should any safe harbors be limited to
purchasers of payment stablecoins under section 13(3) of the Federal Reserve Act (12 particular industries or use cases?
during the period of any such waiver. U.S.C. 343). Any interpretation of ‘‘unusual and Should any safe harbors apply only to
exigent circumstances’’ for purposes of section
Treasury emphasizes, however, that 3(c)(2) of the GENIUS Act would not constitute an
transactions in payment stablecoins
such waivers are intended to be interpretation of that term under section 13(3) of the issued by domestic issuers, foreign
temporary in duration and limited in Federal Reserve Act. issuers, or both? What are the costs and
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53387
benefits, including any incentive effects, assets between two individuals acting to be located in the United States as
of such safe harbors? on their own behalf and for their own defined in proposed § 1523.1(c), and
Question 74: Should Treasury issue lawful purposes, without the when a payment stablecoin is
any regulatory safe harbors relating to, involvement of an intermediary; (ii) any considered to have been issued in the
or otherwise address, State qualified transaction involving the receipt of United States as described in proposed
payment stablecoin issuers that are digital assets by an individual between § 1523.2.
licensed in a State for some period prior an account owned by the individual in Proposed Interpretation 2 considers
to the State submitting a certification to the United States and an account owned the airdropping of a new payment
the Stablecoin Certification Review by the individual abroad that are offered stablecoin absent any sale.54 The
Committee under section 4(c) of the Act by the same parent company; and (iii) interpretation is intended to illustrate
(12 U.S.C. 5903(c)) or while such a any transaction by means of a software when a payment stablecoin is
certification is pending? Should or hardware wallet that facilitates an considered to have been issued in the
Treasury issue any regulatory safe individual’s own custody of digital United States as described in proposed
harbors relating to, or otherwise assets. § 1523.2.
address, State qualified payment Question 77: Are the categories of Proposed Interpretation 3 considers a
stablecoin issuers that are licensed in a transactions exempt from section 3 of situation in which a digital asset service
State that may fail to submit the the Act (12 U.S.C. 5902) pursuant to provider that operates an exchange
certification or annual recertification section 3(h)(1) (12 U.S.C. 5902(h)(1)) coordinates with an issuer to list a
required under section 4(c) of the Act clear? newly issued payment stablecoin for
(12 U.S.C. 5903(c)) in a timely manner sale. The interpretation is intended to
G. Severability (Proposed § 1523.5)
or have a certification or recertification illustrate how the digital asset service
that is denied by the Stablecoin Proposed § 1523.5 provides that the provider’s activities may be viewed for
Certification Review Committee under provisions of this part are separate and purposes of proposed Part 1523.
section 4(c) of the Act (12 U.S.C. severable from one another. If any Proposed Interpretation 4 considers a
5903(c))? Would any such safe harbors provision, clause, or phrase of this part digital asset that is not redeemable by
be consistent with the purposes of the is stayed or determined to be invalid, it the issuer for a period of time after
Act, limited in scope, and apply to only is Treasury’s intention that the issuance. The interpretation is intended
a de minimis volume of transactions? remaining provisions shall continue in to illustrate when a payment stablecoin
Should the issuance, offer, or sale of effect. is considered to have been issued as
payment stablecoins issued by such a Treasury is proposing to include a described in proposed § 1523.2(b).
State qualified payment stablecoin severability clause so that in the event Question 78: Is the inclusion of
issuer be deemed unlawful under any particular provision of the proposed interpretations useful?
section 3 of the Act (12 U.S.C. 5902) if rule is held to be invalid, the remainder Question 79: Should the
the State qualified payment stablecoin of the rule would remain in effect, interpretations be codified in Appendix
issuer does not obtain a Federal license providing clarity for all participants in A to Part 1523 as proposed, or should
or a license in another State within a the payment stablecoin market. In the interpretations be published in
certain period of time? particular, even if the portions of this another location or format?
Question 75: What effect, if any, will rule regarding issuance were held to be Question 80: Should Treasury adopt
Treasury’s interpretation of the invalid, the restrictions on offer and sale other interpretations that illustrate the
prohibitions under section 3 (12 U.S.C. would generally operate independently application of other aspects of proposed
5902) have on the ability of U.S. and continue to function as intended, as Part 1523, and if so, which aspects?
financial institutions to participate in the former is directed at the conduct of
cross-border payments or other bona issuers and the latter is directed at the III. Regulatory Matters
fide foreign exchange transactions that conduct of digital asset service A. Regulatory Flexibility Act
include foreign-issued, foreign currency- providers more broadly. Similarly, even
The Regulatory Flexibility Act
denominated payment stablecoins? if the portions of this rule regarding
(RFA) 55 requires an agency to consider
What changes could support this use offer and sale were held to be invalid,
the impact of its proposed rules on
case by U.S. financial institutions, while the restrictions on payment stablecoin
small entities. In connection with a
still preserving foreign jurisdiction and issuance would generally operate
proposed rule, the RFA generally
issuer interest in achieving independently and continue to function
requires an agency to prepare an Initial
comparability under Section 18 of the as intended. This regulation would have
Regulatory Flexibility Analysis (IRFA)
Act (12 U.S.C. 5916)? been proposed independently of any
Question 76: Should proposed describing the impact of the rule on
provision that may be determined to be
§ 1523.4(b) provide any additional small entities, unless the head of the
invalid.
guidance regarding the effect of any safe agency certifies that the proposed rule
harbors adopted by the Secretary on H. Interpretations (Proposed Appendix will not have a significant economic
section 3 of the Act (12 U.S.C. 5902)? A) impact on a substantial number of small
In addition to the provisions of entities and publishes such certification
3. Exempt Transactions (Proposed proposed Part 1523 discussed above, along with a statement providing the
§ 1523.4(c)) Treasury is proposing to include in factual basis for such certification in the
Section 3(h)(1) of the Act (12 U.S.C. Appendix A interpretations of proposed Federal Register. Treasury’s preliminary
view is that the proposed rule would
lotter on DSK8BHNXB4PROD with PROPOSALS1
5902(h)(1)) provides that section 3 (12 Part 1523 to further clarify and illustrate
U.S.C. 5902) shall not apply to three the application of various aspects of the not have a significant economic impact
categories of exempt transactions. proposed rule. on a substantial number of small
Proposed § 1523.4(c) implements this Proposed Interpretation 1 considers a
54 While proposed interpretation 2 does not
provision nearly verbatim and provides U.S. resident who is issued a payment
address offer and sale, note that the definition of
that the prohibitions in proposed stablecoin while on vacation in a foreign offer includes making a payment stablecoin
§ 1523.2 and proposed § 1523.3 shall not country. This interpretation is intended available for exchange.
apply to (i) the direct transfer of digital to illustrate when a person is considered 55 5 U.S.C. 601 et seq.
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53388 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
entities, but requests comment on the the respondent required to respond to, continue U.S. issuance, but concluded
impact of its proposed rule on small an information collection unless it that this safe harbor would result in
entities. Additional analysis about the displays a currently valid Office of delayed benefits (e.g., consumer
effect of the proposed rule on small Management and Budget (OMB) control protection) that far exceed the reduced
entities is available in the regulatory number. Treasury’s preliminary view is transition and other costs. Treasury next
impact analysis which will be posted to that this proposed rule does not contain considered a more stringent approach
the docket on the website any information collections within the (e.g., removing the proposed § 1523.2(c)
www.regulations.gov. meaning of the Paperwork Reduction and § 1523.3(e) clarifications,
Act, but requests comment on whether elimination of the residency prong of
B. Unfunded Mandates Reform Act any aspect of the proposal raises the located in the United States
Treasury has analyzed the proposed information collection burdens. definition, or removing the ‘‘reasonable
rule under the factors in the Unfunded belief’’ standard for DASPs), but
E. Regulatory Planning and Review
Mandates Reform Act of 1995 concluded that the additional
(UMRA).56 Under this analysis, The Office of Information and compliance burden and offshore-
Treasury considered whether the Regulatory Affairs (OIRA) in OMB has migration risk exceed the marginal gains
proposed rule includes a Federal determined that this proposed rule is a from broader regulatory coverage.
mandate that may result in the significant regulatory action under Finally, Treasury considered an
expenditure by State, local, and tribal section 3(f)(1) of Executive Order 12866 approach that was more similar to
governments, in the aggregate, or by the and, therefore, is subject to review Regulation S, as described in the
private sector, of $100 million or more under Executive Order 12866. previous sections, but concluded that
in any one year (adjusted annually for Treasury’s analysis conducted in such an approach would provide
inflation). Pursuant to section 202 of the connection with Executive Order 12866 substantially less regulatory clarity and
UMRA,57 if a proposed rule meets this is summarized below and Treasury’s would be more difficult to administer
UMRA threshold, Treasury would need detailed regulatory impact analysis will and enforce.
to prepare a written statement that be posted to the docket on the website Treasury requests comment on all
includes, among other things, a cost- www.regulations.gov. This proposed aspects of the regulatory impact
benefit analysis of the proposal. This rule is not anticipated to be an E.O. analysis, including the data,
requirement does not apply to 14192 regulatory action. assumptions, methods, and estimates
regulations to the extent they As described in more detail in the used to assess the costs, benefits,
incorporate requirements specifically detailed regulatory impact analysis, the transfers, distributional effects, and
set forth in law.58 proposed rule’s estimated benefits alternatives associated with the
Treasury’s cost-benefit analysis of this substantially exceed the estimated costs. proposed rule.
proposal is summarized in section III.E The quantified benefits of this proposal Question 81: Does the regulatory
below and described in more detail in comprise: regulatory clarity and avoided impact analysis use an appropriate
the regulatory impact analysis which depegging losses and consumer baseline for evaluating the effects of the
will be posted to the docket on the protection from avoided issuer failures. proposed rule? In particular, does the
website www.regulations.gov. Non-quantified benefits include analysis appropriately distinguish
preservation of dollar dominance in between effects attributable to the
C. Providing Accountability Through digital payment markets, enhanced GENIUS Act itself and effects
Transparency Act of 2023 market integrity and investor attributable to the proposed rule?
The Providing Accountability confidence, innovation incentives from Question 82: What data, studies, or
Through Transparency Act of 2023, 5 clear regulatory ‘‘rules of the road’’, and other information should Treasury
U.S.C. 553(b)(4), requires that a notice of improved U.S. competitive positioning consider to assess the costs and benefits
proposed rulemaking include the in global digital payments. of section 3 of the Act (12 U.S.C. 5902)
internet address of a summary of not The direct costs of this proposed rule as proposed in part 1523?
more than 100 words in length of a are expected to be primarily Question 83: What are the potential
proposed rule, in plain language, that transitional: market concentration costs costs and benefits of the
shall be posted on the website and switching costs. The analysis also implementation of section 3 of the Act
www.regulations.gov. contemplates annual digital asset (12 U.S.C. 5902) as proposed in part
Treasury is proposing to issue service provider compliance costs, and 1523, beyond costs and benefits
regulations to implement section 3 of requests comment on whether issuer imposed by the Act itself? Are
the Guiding and Establishing National compliance costs should be quantified Treasury’s estimates of costs and
Innovation for U.S. Stablecoins separately, given the overlap described benefits appropriate? To what extent
(GENIUS) Act (12 U.S.C. 5902), throughout this proposal among issuers does Treasury have discretion within
regarding the statutory prohibitions and and digital asset service providers, as the boundaries of the Act to further
limitations on payment stablecoin well as among issuance, offer, and sale. reduce costs or increase benefits?
issuance, offer, and sale in the United Qualitative costs include reduced Question 84: Are the potential costs
States. The proposal and the required product choice. and benefits of the implementation of
summary can be found at https:// As described in the previous sections section 3 of the Act (12 U.S.C. 5902) as
www.regulations.gov. and in the more detailed regulatory proposed in part 1523 sufficiently
impact analysis, Treasury also analyzed as distinct from the costs and
D. Paperwork Reduction Act
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considered several alternatives to the benefits of other sections of the Act and
The Paperwork Reduction Act of 1995 proposed rule. In particular, Treasury associated current or expected
(44 U.S.C. 3501–3521) states that no considered a less stringent extended regulatory proposals, such as the
agency may conduct or sponsor, nor is transition period (e.g., 36 months) with registration and prudential regulatory
a safe harbor permitting unregistered frameworks proposed by the primary
56 2 U.S.C. 1531 et seq. foreign-issued stablecoins with a de Federal payment stablecoin regulators,
57 2 U.S.C. 1532. minimis volume (e.g., less than $1 FinCEN, and OFAC? To what extent
58 2 U.S.C. 1532. billion in U.S.-held capitalization) to should Treasury consider these costs
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53389
and benefits or avoid double counting in intended to have extraterritorial effect if the United States is merely temporary;
its analysis of proposed part 1523? conduct involves the offer or sale of a or
Question 85: How should Treasury payment stablecoin to a person located (2) With respect to a partnership,
evaluate the costs and benefits of the in the United States. company, corporation, association,
alternatives discussed in this proposal, (c) For purposes of this part, the trust, estate, cooperative organization, or
including a per se location-based following definitions apply: other business entity, the entity:
approach, an offshore-transaction Act or GENIUS Act means the (i) Is organized or incorporated under
framework modeled more closely on Guiding and Establishing National the laws of the United States or a State;
Regulation S, more or less prescriptive Innovation for U.S. Stablecoins Act (12 or
due diligence requirements, and U.S.C. 5901 et seq.). (ii) Has its principal place of business
additional safe harbors? Are there other Digital asset has the meaning set forth in the United States.
alternatives that should be considered, in section 2(6) of the Act (12 U.S.C. Offer has the meaning set forth in
and what are their respective costs and 5901(6)). section 2(21) of the Act (12 U.S.C.
benefits? Digital asset service provider has the 5901(21)). For the avoidance of doubt,
Question 86: What is the estimated meaning set forth in section 2(7) of the the term includes making available for
impact on compliance efficiency, Act (12 U.S.C. 5901(7)). For the purchase, sale, or exchange a payment
market participation, and demand for avoidance of doubt, a person that, for stablecoin that has not yet been issued.
payment stablecoins due to clearer compensation or profit, engages in the Monetary value has the meaning set
regulatory guidance? business in the United States of issuing forth in section 2(17) of the Act (12
Question 87: Are there information payment stablecoins is a digital asset U.S.C. 5901(17)).
collection burdens associated with the service provider. Payment stablecoin has the meaning
proposed rule that Treasury has not Federal qualified payment stablecoin set forth in section 2(22) of the Act (12
identified? If so, what entities would issuer has the meaning set forth in U.S.C. 5901(22)).
bear those burdens, and what would be section 2(11) of the Act (12 U.S.C. Permitted payment stablecoin issuer
the estimated time and cost associated 5901(11)). has the meaning set forth in section
with them? Foreign payment stablecoin issuer has 2(23) of the Act (12 U.S.C. 5901(23)).
the meaning set forth in section 2(12) of Person has the meaning set forth in
List of Subjects in 12 CFR Part 1523 section 2(24) of the Act (12 U.S.C.
the Act (12 U.S.C. 5901(12)).
Banks, banking, Consumer protection, Insured depository institution has the 5901(24)).
Digital assets, Digital asset service meaning set forth in section 2(15) of the Primary Federal payment stablecoin
provider, Non-bank entity, Payment Act (12 U.S.C. 5901(15)). regulator has the meaning set forth in
stablecoins, Permitted payment Issue means the first transfer of a section 2(25) of the Act (12 U.S.C.
stablecoin issuer, State and local payment stablecoin by the issuer, except 5901(25)).
governments, State qualified payment as required by a lawful order, whether State has the meaning set forth in
stablecoin issuer, foreign payment directly or indirectly, including by section 2(28) of the Act (12 U.S.C.
stablecoin issuer. crediting an account, that results or will 5901(28)).
For the reasons stated in the result in a person other than the issuer Subsidiary has the meaning set forth
preamble, the Department of the having the right to use or transfer the in sections 2(32) and 2(33) of the Act (12
Treasury proposes to amend 12 CFR payment stablecoin or to have the U.S.C. 5901(32), (33)), as applicable.
United States means each of the
chapter XV subchapter C by adding part payment stablecoin converted,
several States, the Indian lands (as that
1523 to read as follows: redeemed, or repurchased. For the
term is defined in the Indian Gaming
SUBCHAPTER C—REGULATION OF
avoidance of doubt, after a payment
Regulatory Act, 25 U.S.C. 2703(4)), and
PAYMENT STABLECOINS stablecoin has been converted,
the Insular Possessions of the United
redeemed, repurchased, or otherwise
States.
PART 1523—PAYMENT STABLECOIN reacquired by the issuer, the first
OFFER, SALE, AND ISSUANCE subsequent transfer of the payment § 1523.2 Payment Stablecoin Issuance.
stablecoin by the issuer that otherwise (a) Except in accordance with
Sec. satisfies this definition is considered a
1523.1 Scope, Applicability, and § 1523.4, it shall be unlawful for any
Definitions.
new issuance, whether or not the person to issue a payment stablecoin in
1523.2 Payment Stablecoin Issuance. transfer is characterized as a reissuance, the United States unless the person is:
1523.3 Payment Stablecoin Offer and Sale. except as required by a lawful order. (1) A permitted payment stablecoin
1523.4 Exemptions and Safe Harbors. Issuer means a person who (i) is issuer; or
1523.5 Severability. obligated to convert, redeem, or (2) A foreign payment stablecoin
Authority: 12 U.S.C. 5901 et seq. repurchase the payment stablecoin for a issuer that meets the criteria set out in
fixed amount of monetary value, and (ii) section 18(a) of the Act (12 U.S.C.
§ 1523.1 Scope, Applicability, and represents that the person will maintain, 5916(a)).
Definitions. or creates the reasonable expectation (b) A person will be considered to
(a) This part is issued by the U.S. that the person will maintain, a stable have issued a payment stablecoin in the
Department of the Treasury to value relative to the value of a fixed United States only if, at the time of
implement section 3 of the Guiding and amount of monetary value. issuance:
Establishing National Innovation for Lawful order has the meaning set forth (1) The person is located in the
lotter on DSK8BHNXB4PROD with PROPOSALS1
U.S. Stablecoins (GENIUS) Act (12 in section 2(16) of the Act (12 U.S.C. United States; or
U.S.C. 5902) regarding the statutory 5901(16)). (2) The person issues the payment
prohibitions and limitations on issuing, Located in the United States means: stablecoin to a person located in the
offering, selling, and otherwise making (1) With respect to an individual, the United States.
available payment stablecoins in the individual is physically present in the (c) Notwithstanding any other
United States. United States, unless the individual is provision of this section, a person will
(b) Consistent with section 3(e) of the not a resident of the United States and be deemed not to issue a payment
Act (12 U.S.C. 5902(e)), this part is the individual’s physical presence in stablecoin in the United States, if:
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53390 Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules
(1) The person is not located in the of any lawful order and any reciprocal (1) The digital asset service provider
United States; arrangement pursuant to section 18 of reasonably believes that the person to
(2) The person reasonably believes the Act (12 U.S.C. 5916). whom the payment stablecoin is offered,
that each person to whom the payment (c) For purposes of paragraph (b) of sold, or otherwise made available is not
stablecoin is issued is not located in the this section, a digital asset service located in the United States;
United States; provider may rely on a representation (2) The digital asset service provider
(3) The person has adopted and by a foreign payment stablecoin issuer has adopted and implemented policies,
implemented policies, procedures, and that the foreign payment stablecoin procedures, and controls reasonably
controls reasonably designed to avoid issuer has the technological capability designed to avoid offering, selling, or
issuing the payment stablecoin to any to comply with, and will comply, with making available the payment
person located in the United States; and the terms of any lawful order and any stablecoin to any person located in the
(4) The person does not engage in reciprocal arrangement pursuant to United States; and
advertising or solicitation activities that section 18 of the Act (12 U.S.C. 5916), (3) The digital asset service provider
target, or could be reasonably expected provided that: does not engage in advertising or
to have the effect of targeting, any (1) The digital asset service provider solicitation activities that target, or
person located in the United States. may not rely on such representation could be reasonably expected to have
(d) The following are examples of unless it conducts reasonable due the effect of targeting, any person
activities that, when conducted by a diligence regarding the representation; located in the United States.
person in connection with the issuance and
of a payment stablecoin that violates (2) The digital asset service provider § 1523.4 Exemptions and Safe Harbors.
paragraph (a), constitute participation may not rely on such representation if, (a) The prohibitions in § 1523.2 and
by the person in the violation for based on such due diligence or other § 1523.3 shall not apply to a subsidiary
purposes of the penalty in section 3(f) information reasonably available to it, of an insured depository institution or a
of the Act (12 U.S.C. 5902(f)): the digital asset service provider knows, person applying to be a Federal
(1) The person incurs an obligation to has reason to know, or should know that qualified payment stablecoin issuer
a third party to convert, redeem, or the representation is false or that the with a pending application to become a
repurchase a payment stablecoin, foreign payment stablecoin issuer does permitted payment stablecoin issuer on
including a secondary obligation to not have the technological capability to the effective date of the Act, but only if
convert, redeem, or repurchase on comply, or will not comply, with the a waiver is granted by the primary
behalf of the original issuer; terms of any lawful order or any Federal payment stablecoin regulator
(2) The person coordinates with the reciprocal arrangement pursuant to under section 5(f) of the Act (12 U.S.C.
issuer to facilitate key steps in the section 18 of the Act (12 U.S.C. 5916). 5904(f)), and only to the extent such
issuance, such as soliciting customers or (d) The following are non-exhaustive waiver by its terms waives the
minting the payment stablecoins; or examples of activities that constitute an provisions of section 3 of the Act (12
(3) The person acts as market maker offer or sale of a payment stablecoin to U.S.C. 5902).
for the newly issued payment a person located in the United States: (b) The prohibitions in § 1523.2 and
stablecoin, distributes the newly issued (1) Directly soliciting a person located § 1523.3 shall not apply to the extent
payment stablecoin to purchasers of the in the United States to purchase the that the Department of the Treasury
newly issued payment stablecoin, or payment stablecoin; determines that unusual and exigent
otherwise makes the newly issued circumstances exist in accordance with
(2) Advertising the payment
payment stablecoin available for section 3(c)(2) of the Act (12 U.S.C.
stablecoin as available for purchase by
secondary market trading. 5902(c)(2)).
persons located in the United States;
§ 1523.3 Payment Stablecoin Offer and (3) Responding to an unsolicited (c) The prohibitions in § 1523.2 and
Sale. inquiry from a person located in the § 1523.3 shall not apply to:
(a) Beginning on July 18, 2028, except United States by indicating willingness (1) The direct transfer of digital assets
in accordance with § 1523.4, it shall be to sell the payment stablecoin; between two individuals acting on their
unlawful for a digital asset service (4) Advising potential purchasers of own behalf and for their own lawful
provider to offer or sell a payment the payment stablecoin on how to evade purposes, without the involvement of an
stablecoin to a person located in the generally applicable location detection intermediary;
United States unless the payment or restriction mechanisms that would (2) Any transaction involving the
stablecoin is: otherwise detect or block purchases by receipt of digital assets by an individual
(1) Issued by a permitted payment persons located in the United States, between an account owned by the
stablecoin issuer; or such as IP address checkers; or individual in the United States and an
(2) Issued by a foreign payment (5) Entering into a contract for the sale account owned by the individual abroad
stablecoin issuer that meets the criteria of a payment stablecoin with a person that are offered by the same parent
set out in section 18(a) of the Act (12 located in the United States, regardless company; and
U.S.C. 5916(a)). of the form of consideration provided in (3) Any transaction by means of a
(b) Except in accordance with return for the payment stablecoin or the software or hardware wallet that
§ 1523.4, it shall be unlawful for a timing of delivery of the payment facilitates an individual’s own custody
digital asset service provider to offer or stablecoin. of digital assets.
lotter on DSK8BHNXB4PROD with PROPOSALS1
sell to a person located in the United (e) Notwithstanding any other
States, or otherwise offer, sell, or make provision of this section, a digital asset § 1523.5 Severability.
available in the United States, a service provider will be deemed not to The provisions of this part are
payment stablecoin issued by a foreign offer or sell a payment stablecoin to a separate and severable from one
payment stablecoin issuer unless the person located in the United States, and another. If any provision is stayed or
foreign payment stablecoin issuer has will be deemed not to offer, sell, or determined to be invalid, it is Treasury’s
the technological capability to comply otherwise make available in the United intention that the remaining provisions
with, and will comply, with the terms States a payment stablecoin, if: shall continue in effect.
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Federal Register / Vol. 91, No. 158 / Tuesday, August 18, 2026 / Proposed Rules 53391
Appendix A to Part 1523: stablecoins. However, depending on the facts ADDRESSES: You may send comments,
Interpretations and circumstances, the digital asset service using the procedures found in 14 CFR
provider may have participated in the 11.43 and 11.45, by any of the following
1. While vacationing in a foreign country, issuance as described in § 1523.2(d) and may
a U.S. resident is issued a payment methods:
be offering or selling the payment stablecoins
stablecoin by an issuer that (a) is both as described in § 1523.3.
• Federal eRulemaking Portal: Go to
incorporated under the laws of and has its 4. An issuer mints and transfers a digital regulations.gov. Follow the instructions
principal place of business in the foreign asset to a person located in the United States. for submitting comments.
country and (b) does not meet the criteria set The digital asset is designed to be used as a • Fax: 202–493–2251.
out in section 18(a) of the GENIUS Act (12 means of payment or settlement, and the • Mail: U.S. Department of
U.S.C. 5916(a)). Has the issuer violated issuer represents that it will maintain a stable Transportation, Docket Operations, M–
§ 1523.2(a)? value relative to the value of a fixed amount 30, West Building Ground Floor, Room
No. As described in § 1523.2(b), a person of monetary value. However, the issuer W12–140, 1200 New Jersey Avenue SE,
will be considered to have issued a payment provides (by smart contract or otherwise) that
stablecoin in the United States only if, at the Washington, DC 20590.
the digital asset is not redeemable by the • Hand Delivery: Deliver to Mail
time of issuance, the person issuing the issuer until a future date. Has a payment
payment stablecoin is located in the United stablecoin been issued within the meaning of
address above between 9 a.m. and 5
States, or the person issues the payment § 1523.2? p.m., Monday through Friday, except
stablecoin to a person located in the United Yes. As described in § 1523.1(c), an issuer Federal holidays.
States. The foreign payment stablecoin issuer is considered to have issued a payment AD Docket: You may examine the AD
is not located in the United States because it stablecoin if the first transfer of the payment docket at regulations.gov under Docket
is not organized or incorporated under the stablecoin will result in a person other than No. FAA–2026–7237; or in person at
laws of the United States or a State and does the issuer having the right to redeem a Docket Operations between 9 a.m. and
not have its principal place of business in the payment stablecoin, even if the redemption 5 p.m., Monday through Friday, except
United States. Similarly, at the time of the obligation does not mature until some period
issuance, the U.S. resident is not located in Federal holidays. The AD docket
after the transfer.
the United States because he or she is not contains this NPRM, any comments
physically present in the United States. Rachel Miller, received, and other information. The
Although the foreign payment stablecoin Executive Secretary. street address for Docket Operations is
issuer has not violated § 1523.2(a) in this [FR Doc. 2026–16796 Filed 8–17–26; 8:45 am] listed above.
scenario, foreign payment stablecoin issuers Material Incorporated by Reference:
BILLING CODE 4810–AK–P
should take care to avoid offers or sales to • For Boeing material identified in
U.S. residents while such residents are this proposed AD, contact Boeing
located in the United States. For example, if Commercial Airplanes, Attention:
the foreign payment stablecoin issuer directly DEPARTMENT OF TRANSPORTATION
solicited the U.S. resident (while he or she
Contractual & Data Services (C&DS),
was physically located in the United States) 2600 Westminster Blvd., MC 110–SK57,
Federal Aviation Administration Seal Beach, CA 90740–5600; telephone
to purchase the payment stablecoin, this
conduct would likely violate § 1523.3, unless 562–797–1717; website
the conditions in § 1523.3(e) were satisfied.
14 CFR Part 39 myboeingfleet.com.
2. As part of its marketing strategy for a [Docket No. FAA–2026–7237; Project • You may view this material at the
new payment stablecoin, an issuer, for no Identifier AD–2025–01425–T] FAA, Airworthiness Products Section,
consideration and without previously Operational Safety Branch, 2200 South
advertising the payment stablecoin, mints RIN 2120–AA64 216th St., Des Moines, WA. For
and airdrops a payment stablecoin to a U.S.
resident who is physically present in the
information on the availability of this
Airworthiness Directives; The Boeing material at the FAA, call 206–231–3195.
United States. Following the airdrop, the U.S. Company Airplanes
resident has or will have the right to transfer, It is also available at regulations.gov
use, or redeem the payment stablecoin. Has AGENCY: Federal Aviation under Docket No. FAA–2026–7237.
a payment stablecoin been issued in the Administration (FAA), DOT. FOR FURTHER INFORMATION CONTACT:
United States for purposes of § 1523.2(a)? Michael Closson, Aviation Safety
Yes, because the airdrop meets the ACTION: Notice of proposed rulemaking
(NPRM). Engineer, FAA, 2200 South 216th St.,
definition of ‘‘issue’’ in § 1523.1(c), and
Des Moines, WA 98198; phone: 206–
because, as described in § 1523.2(b), a
payment stablecoin has been issued in the SUMMARY: The FAA proposes to adopt a 231–3973; email: Michael.P.Closson@
United States because the person to whom new airworthiness directive (AD) for faa.gov.
the payment stablecoin was issued was certain The Boeing Company Model 737 SUPPLEMENTARY INFORMATION:
located in the United States at the time of -300, -400, and -500 series airplanes.
issuance. This proposed AD was prompted by Comments Invited
3. A digital asset service provider that reports of nuisance stick shaker The FAA invites you to send any
operates an exchange coordinates with an activation while accelerating to cruise
issuer to list newly issued payment
written relevant data, views, or
speed at the top of a climb due to frozen arguments about this proposal. Send
stablecoins on the digital asset service
provider’s exchange for purchase by persons
angle of airflow (AOA) sensor vanes. your comments using a method listed
located in the United States. The digital asset This proposed AD would require under the ADDRESSES section. Include
service provider does not have an obligation installing new external case heaters ‘‘Docket No. FAA–2026–7237; Project
to convert, redeem, or repurchase the (ECHs) on the left and right AOA Identifier AD–2025–01425–T’’ at the
payment stablecoins. Has the digital asset sensors, performing repetitive
lotter on DSK8BHNXB4PROD with PROPOSALS1
beginning of your comments. The most
service provider issued the payment functional tests and applicable helpful comments reference a specific
stablecoins within the meaning of corrective actions, and accomplishing portion of the proposal, explain the
§ 1523.2(a)? applicable concurrent actions. The FAA
No. The digital asset service provider is not
reason for any recommended change,
is proposing this AD to address the and include supporting data. The FAA
considered the issuer as defined in
§ 1523.1(c) because the digital asset service
unsafe condition on these products. will consider all comments received by
provider does not have an obligation to DATES: The FAA must receive comments the closing date and may amend this
convert, redeem, or repurchase the payment on this proposed AD by October 2, 2026. proposal because of those comments.
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