364 
more of the total amount of units of 
the digital commodity. 
‘‘(3) 
OPTIONAL
CRITERIA
FOR
PRE-
EXISTING
BLOCKCHAIN
SYSTEMS.—The re-
quirements described in this paragraph 
are that the blockchain system— 
‘‘(A) was created prior to the date 
of enactment of this section; 
‘‘(B) met the requirements of sub-
paragraphs (A) through (F) of para-
graph (2) prior to January 1, 2020; 
and 
‘‘(C) at least 50 percent of the 
units of the digital commodity related 
to the blockchain system are held by 
persons other than the digital com-
modity issuer, a digital commodity re-
lated person, or a digital commodity 
affiliated person. 
‘‘(d) 
DECENTRALIZED
GOVERNANCE
SYS-
TEM.— 
‘‘(1) For the purposes of this section, 
a decentralized governance system is not 
a ‘person’ or a ‘group of persons under 
common control’. 
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365 
‘‘(2) A blockchain system, together 
with its digital commodity, shall not be 
precluded from being considered a ma-
ture blockchain system solely based on a 
functional, administrative, clerical, or 
ministerial action of a decentralized gov-
ernance system, including any such ac-
tion taken by a person acting on behalf of 
and at the direction of the decentralized 
governance system, as determined by the 
Commission and consistent with the pro-
tection of investors, maintenance of fair, 
orderly, and efficient markets, and the fa-
cilitation of capital formation. 
‘‘(e) RULEMAKING.—Not more than 270 days 
after the date of enactment of this section, the 
Commission shall issue rules to carry out this 
section.’’. 
SEC. 206. EFFECTIVE DATE. 
Unless otherwise provided in this title, 
this title and the amendments made by this 
title shall take effect 360 days after the date 
of enactment of this Act, except that, to the 
extent a provision of this title requires a rule-
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making, the provision shall take effect on the 
later of— 
(1) 360 days after the date of enact-
ment of this Act; or 
(2) 60 days after the publication in 
the Federal Register of the final rule im-
plementing the provision. 
TITLE III—REGISTRATION FOR 
INTERMEDIARIES AT THE SE-
CURITIES 
AND 
EXCHANGE 
COMMISSION 
SEC. 301. TREATMENT OF DIGITAL COMMODITIES AND PER-
MITTED PAYMENT STABLECOINS. 
(a) SECURITIES
ACT
OF
1933.—Section 
2(a)(1) of the Securities Act of 1933 (15 U.S.C. 
77b(a)(1)), as amended by section 201(a)(1), is 
further amended by adding at the end the fol-
lowing: ‘‘The term does not include a digital 
commodity 
or 
permitted 
payment 
stablecoin.’’. 
(b) SECURITIES EXCHANGE ACT OF 1934.— 
Section 3(a)(10) of the Securities Exchange 
Act of 1934 (15 U.S.C. 78c(a)), as amended by 
section 201(d) is further is amended by adding 
at the end the following: ‘‘The term does not 
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include a digital commodity or permitted pay-
ment stablecoin.’’. 
(c) INVESTMENT ADVISERS ACT OF 1940.— 
Section 202(a) of the Investment Advisers Act 
of 1940 (15 U.S.C. 80b–2(a)) is amended— 
(1) in paragraph (18)), as amended by 
section 201(b), by adding at the end the 
following: ‘‘The term does not include a 
digital commodity or permitted payment 
stablecoin.’’; 
(2) by redesignating the second para-
graph (29) (relating to commodity pools) 
as paragraph (31); and 
(3) by adding at the end, the fol-
lowing: 
‘‘(32) 
DIGITAL
COMMODITY-RELATED 
TERMS.—The terms ‘digital commodity’ 
and ‘permitted payment stablecoin’ have 
the meaning given those terms, respec-
tively, under section 2(a) of the Securities 
Act of 1933 (15 U.S.C. 77b(a)).’’. 
(d) INVESTMENT COMPANY ACT OF 1940.— 
Section 2(a) of the Investment Company Act 
of 1940 (15 U.S.C. 80a–2) is amended— 
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(1) in paragraph (36), as amended by 
section 201(c), by adding at the end the 
following: ‘‘The term does not include a 
digital commodity or permitted payment 
stablecoin.’’; and 
(2) by adding at the end, the fol-
lowing: 
‘‘(55) 
DIGITAL
COMMODITY-RELATED 
TERMS.—The terms ‘digital commodity’ 
and ‘permitted payment stablecoin’ have 
the meaning given those terms, respec-
tively, under section 2(a) of the Securities 
Act of 1933 (15 U.S.C. 77b(a)).’’. 
(e) SECURITIES INVESTOR PROTECTION ACT 
OF 1970.—Section 16 of the Securities Investor 
Protection Act of 1970 (15 U.S.C. 78lll) is 
amended— 
(1) in paragraph (14), as amended by 
section 201(e), by adding at the end the 
following: ‘‘The term does not include a 
digital commodity or permitted payment 
stablecoin, as such terms are defined, re-
spectively, under section 2(a) of the Secu-
rities Act of 1933 (15 U.S.C. 77b(a))’’; and 
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(2) by adding at the end the fol-
lowing: 
‘‘(15) TREATMENT
OF
PERMITTED
PAY-
MENT STABLECOINS.—A permitted payment 
stablecoin, as defined in section 2(a) of 
the Securities Act of 1933, shall not qual-
ify as ‘cash’ and a claim for a permitted 
payment stablecoin shall not qualify as a 
‘claim for cash’.’’. 
SEC. 302. ANTI-FRAUD AUTHORITY OVER PERMITTED PAY-
MENT STABLECOINS AND CERTAIN DIGITAL 
COMMODITY TRANSACTIONS. 
(a) IN GENERAL.—Section 10 of the Securi-
ties Exchange Act of 1934 (15 U.S.C. 78j) is 
amended— 
(1) by moving subsection (c) so as to 
appear after subsection (b); 
(2) by inserting after subsection (c) 
the following: 
‘‘(d) To use or employ, in connection 
with the purchase or sale of any per-
mitted payment stablecoin or digital com-
modity, including, as applicable, by or 
through a broker or dealer or an alter-
native trading system, any manipulative 
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