GENIUS Act Regulations on Payment Stablecoin Issuance, Offer, and Sale
Summary
SIFMA and SIFMA AMG provided comments to the U.S. Department of Treasury (DOT) on proposed regulations implementing the GENIUS Act’s requirements for payment stablecoin issuance, offer and sale. The letter supports a clear, workable regulatory framework and recommends clarifications for capital markets activities, appropriate transition relief, standardized compliance procedures, and safeguards to support regulatory certainty and efficient market operations.
Excerpt
The Securities Industry and Financial Markets Association (“SIFMA”) and its Asset Management Group (“SIFMA AMG”) (collectively, “SIFMA”) 1 appreciate the opportunity to comment on the proposal by the Department of the Treasury (“Treasury”) to implement Section 3 of the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act” or the “Act”) (the “Proposal”). 2
SIFMA supports Treasury’s objective of a clear and administrable framework for payment stablecoin activity in the United States, and we appreciate that the Proposal reflects several recommendations from SIFMA’s response to Treasury’s advance notice of proposed rulemaking. 3 In particular, we welcome the offshore safe harbors for non-U.S. issuers and digital asset service providers (“DASPs”) conditioned on reasonable diligence and controls; the ability of a DASP to rely on a foreign payment stablecoin issuer’s (“FPSI”) representations regarding lawful-order and reciprocal-agreement compliance; and a location test that turns on where the parties to a transaction are located rather than on the location of servers, payment rails, or other infrastructure. We also support Treasury’s conclusion that a qualifying FPSI may issue payment stablecoins in the United States.
I. Executive Summary
SIFMA represents the broker-dealers, banks, asset managers, and custodians through which payment stablecoins will enter U.S. capital markets, and which may, through regulated issuing entities, issue payment stablecoins that may be used across multiple capital markets use cases: as a settlement asset for tokenized and traditional securities; as the cash leg of repurchase and securities lending transactions; as collateral and margin; and as a medium for fund distributions and redemptions. Section 3 bears directly on which payment stablecoins regulated intermediaries, as DASPs, may offer and sell, and on what bases they may do so. For capital markets purposes, whether a payment stablecoin was issued by a permitted payment stablecoin issuer (“PPSI”) or a qualifying FPSI, and in some cases whether it is issued, offered, and sold in compliance with Section 3, determines the legal exposure associated with participating in its issuance and distribution. The integrity of settlement, collateral, and funding arrangements, and the protection of the investors who rely on them, depend on certainty about that status. The final rule should produce status determinations that are knowable before a transaction occurs, durable once made, and verifiable from an authoritative source. It should also apply to regulated intermediaries in a manner that builds on the supervisory frameworks to which they are already subject, consistent with the principle of same risk, same activity, same regulatory outcome.
- SIFMA is the leading trade association for broker-dealers, investment banks, and asset managers operating in the U.S. and global capital markets. On behalf of our industry’s nearly one million employees, we advocate for legislation, regulation, and business policy affecting retail and institutional investors, equity and fixed income markets, and related products and services. We serve as an industry coordinating body to promote fair and orderly markets, informed regulatory compliance, and efficient market operations and resiliency. We also provide a forum for industry policy and professional development. With offices in New York and Washington, D.C., SIFMA is the U.S. regional member of the Global Financial Markets Association (GFMA).
SIFMA AMG brings the asset management community together to provide views on U.S. and global policy and to create industry best practices. SIFMA AMG’s members represent U.S. and global asset management firms whose combined assets under management exceed $45 trillion. The clients of SIFMA AMG member firms include, among others, tens of millions of individual investors, registered investment companies, endowments, public and private pension funds, UCITS and private funds such as hedge funds and private equity funds.
- Department of the Treasury, GENIUS Act Regulations on Payment Stablecoin Issuance, Offer, and Sale, 91 Fed. Reg. 53368 (Aug. 18, 2026); GENIUS Act, Pub. L. No. 119-27, 139 Stat. 419 (2025).
- Letter from SIFMA to Treasury, re: GENIUS Act Implementation (Nov. 4, 2025) (responding to 90 Fed. Reg. 45159 (Sept. 19, 2025) (the “ANPRM Letter”).