USA LAW AND PRACTICE Contributed by: Margo H.K. Tank, Michael Fluhr, Era Anagnosti, Kristin Boggiano, David Stier, Liz S. M. Caires, Adam Dubin, Emily Honsa Hicks, Kathleen Birrane and Chezelle McDade, DLA Piper LLP
State laws such as Article 4A of the UCC provide a legal framework for the efficient payment and trans - mission of money on a commercially reasonable basis. These laws set default rules governing the administration and role of various parties involved in the transfer of funds for business-to-business or com - mercial purposes (and do not involve transactions to/ from consumer accounts). 6. Marketplaces, Exchanges and Trading Platforms 6.1 Permissible Trading Platforms Fintech marketplaces offer a wide array of financial offerings, such as: • loans and credit (consumer and business); • B2B including invoice financing; • computing power; • prediction markets; • investments and wealth management; • insurance; • payment solutions (eg, digital wallets and P2P platforms); and • cryptocurrency exchanges. Fintech marketplaces aim to simplify access to finan - cial products and services by aggregating offer - ings from multiple providers in one place. They can enhance transparency, competition, and choice in the financial industry. All fintech marketplaces must ensure they comply with all laws and regulations applicable to the services and products offered. 6.2 Regulation of Different Asset Classes
funds may also trigger licensing. If the asset is deemed a security or a derivative on a security, federal securi - ties laws would apply, requiring additional licensing. SEC’s position and the legal question of whether and when digital assets constitute securities remains open. In late 2025, SEC issued a detailed staff state - ment on custody of crypto-asset securities, spe - cifically addressing how broker-dealers can demon - strate “physical possession” of fully paid crypto-asset securities under Exchange Act Rule 15c3-3 (b)(1). This guidance follows SEC staff FAQs released in May 2025 describing broker-dealer obligations with respect to crypto-asset activities. Cryptocurrencies and tokens not considered to be securities may be considered commodities subject to CFTC regulation. Exchanges conducting only spot transactions do not have to register, but those trading derivatives, futures, swaps, or options on spot trans - actions must register with CFTC and comply with CFTC regulations. Whether decentralised exchanges would similarly be required to register with money transmission, securi - ties, or commodities regulators remains an open legal question, particularly where no centralised entity takes custody of assets, processes the transaction, or con - trols the decentralised exchange. See 2.10 Significant Enforcement Actions and 10. Blockchain . 6.4 Listing Standards There is currently no uniform US regulatory listing standard for digital assets offered on centralised or decentralised platforms. The platforms commonly have their own listing frameworks. Listing require - ments for digital assets may include: • whether the asset is a security or commodity; • the extent of community adoption; • trading volume; and • indicia of code reliability or vulnerability. Certain decentralised exchanges may provide guid - ance on how to list a token – but many remain effec -
See discussion in 10. Blockchain . 6.3 Impact of the Emergence of Cryptocurrency Exchanges
Engaging in the business of selling or exchanging cryptocurrency constitutes money transmission under US federal and state regulation. Money transmission regulations treat cryptocurrency similarly to fiat cur - rency and often require that the exchange obtain a money transmission licence. Custodying customer
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