#CFTC豁免加密软件提供商适用经纪商监管规定 CFTC issued Staff Letter No. 26-25, exempting qualified custodial crypto software providers from broker registration obligations (9-17).

Background: The CLARITY Act’s procedural vote in the Senate failed, legislative action in Congress stalled, and the CFTC expanded the March exception that had applied only to Phantom Wallet to the entire industry of qualified passive software service providers via administrative guidance in a No-Action letter. ⚠️ This is not a codified statute; it reflects the regulator staff’s position, and will become invalid when any formal new regulation is issued in the future.

Core exemption conditions (all must be met)

1. Passive pipeline routing: The software may only provide a front-end interface, market data display, and forward users’ orders; it must not interfere with order routing, must not generate trading signals, and must not make any trading decisions on behalf of users.

2. Never custody users’ assets. All user funds and positions are held entirely with an FCM/IB or designated contract market that is already registered with the CFTC; the software provider does not touch the funds.

3. Only connects to CFTC-licensed entities and prohibits routing/lead generation to unregistered overseas platforms. Users can bypass this software setup and directly access licensed trading institutions.

4. Service providers need to submit notification and备案, and accept CFTC judicial jurisdiction. They may charge service fees related to trading, but they are prohibited from taking a cut based on trading volume.

Positive impact

1. The threshold for self-custody wallets and front-end DApps drops significantly: wallets can directly integrate U.S.-compliant derivatives interfaces without being forced to register introducing brokers, benefiting the wallet and Web3 front-end infrastructure segment.

2. Works in tandem with the SEC’s tokenized-stock sandbox: on one side, solves regulatory issues for security-token front ends; on the other, addresses regulation of derivatives software. The U.S. fills the legislative gap through administrative guidance, improving expectations for compliance of crypto infrastructure.

3. Positive for DEX front ends and wallet-type projects: reduces compliance costs and helps integrate on-chain activity with U.S.-regulated derivatives markets.

Key limitations (bearish risk)

1. Not a full release; it covers only “purely passive software.” As long as you provide order matching, asset management, trading recommendations, or custody, you still need complete broker registration.

2. A no-action letter represents a temporary administrative stance and has no permanent legal effect. Once formal rules are in place, it can be revoked at any time.

3. Applies only to derivatives activities under CFTC jurisdiction; securities-related businesses under the SEC’s jurisdiction are not covered by this exemption.

4. Positive for the infrastructure layer; it will not directly bring a large incremental inflow of funds into crypto markets. It is mainly driven by narrative sentiment.

Outlook assessment

After the CLARITY Act was blocked, U.S. regulation has entered an era of agency administrative guidance. The SEC and CFTC have separately issued pilot programs and exemptions. Near-term positives include crypto wallets, DEX front ends, and the foundational infrastructure for RWA derivatives. For market action, pay close attention to the wallet-project ecosystem progress for projects that are eligible to benefit from the exemption.

⚠️ The above is only a整理 of publicly available regulatory information and does not constitute investment advice