US SB3755

Summary: S. 3755 - Digital Commodity Intermediaries Act

• Establishes exclusive CFTC jurisdiction over digital commodity cash and spot markets, defining digital commodities as fungible digital assets recorded on cryptographically secured blockchains, while explicitly excluding securities, permitted payment stablecoins, FDIC-insured deposits, commodity derivatives, and NFTs/collectibles

• Creates three new registration categories: digital commodity exchanges (trading facilities), digital commodity brokers (those soliciting orders from retail customers), and digital commodity dealers (those entering into off-exchange transactions with retail customers), with mandatory registration required 90 days after CFTC adopts expedited registration procedures

• Requires registered exchanges to meet 23 core principles including prevention of market manipulation, fair and equitable trading rules, emergency authority, real-time trade publication, recordkeeping for 5+ years, adequate financial resources, system safeguards, and governance fitness standards

• Mandates strict customer asset segregation, requiring all customer digital commodities to be held with qualified digital asset custodians, prohibiting commingling with firm funds, and establishing that customer assets are protected as "customer property" under bankruptcy law

• Permits exchanges to use customer digital commodities for blockchain services (staking, validation) only with express written customer permission, while prohibiting any requirement or penalty for customers who refuse

• Requires each registered entity to designate a Chief Compliance Officer who reports directly to the board, reviews compliance with core principles, resolves conflicts of interest, and submits annual compliance reports certified under penalty of law

• Mandates joint CFTC-SEC rulemakings within specified timeframes for mixed digital asset transactions (180 days for delisting procedures, 360 days for portfolio margining rules) and requires rules addressing conflicts of interest within 18 months

• Defines decentralized finance trading protocols as blockchain systems with automated, nondiscretionary algorithms where no person controls functionality or custody, and excludes such protocols from registration requirements while establishing separate treatment for DeFi messaging systems

• Provides 2-year transition periods for existing state-regulated custodians to meet federal standards and for foreign exchanges operating under comparable home-country supervision, with authority for the Commission to grant exemptions for foreign exchanges subject to consolidated supervision

• Sets 18-month general implementation deadline for rulemakings, with provisional registration status available during transition, and requires unregistered persons to disclose their unregulated status to customers beginning 30 days after enactment