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Fidelity Seeks SEC Clarification on Tokenized Assets and Decentralized Finance

Fidelity Calls on the SEC for Clear Rules on Tokenized Securities and Decentralized Trading

New York, March 2026 – Fidelity Investments, the United States’ third‑largest asset manager, has formally asked the Securities and Exchange Commission (SEC) to provide a more detailed regulatory framework for broker‑dealers that wish to offer, custody and trade crypto‑based assets on alternative trading systems (ATS). The request was lodged in a written response to the SEC’s Crypto Task Force, which earlier this month solicited industry comments on how to address the growing intersection of traditional finance and decentralized technologies.

What Fidelity Wants

In a letter addressed to the SEC, Fidelity’s general counsel, Roberto Braceras, underscored the urgency of establishing “clear rules of the road” for tokenized securities—digital representations of equities, bonds, real‑estate investment trusts (REITs) and other real‑world assets (RWAs). The firm highlighted three core issues:

  1. Regulatory Gap Between Centralized and Decentralized Venues – Current reporting requirements presume a central authority that can generate detailed financial statements. Fidelity argues that decentralized finance (DeFi) platforms, which lack a singular governing entity, cannot meet these standards without undue burden.

  2. Diverse Tokenization Models – Different issuance structures endow token holders with varying rights. Some tokens serve as a proxy for an indirect interest in a underlying security, while others function more like securities‑based swaps that should be limited to eligible participants.

  3. Use of Distributed Ledger Technology (DLT) for ATS – The firm seeks guidance that would permit broker‑dealers to employ DLT for record‑keeping and trade execution on ATS platforms, easing compliance and operational costs.

Context: A Regulatory Landscape in Flux

The SEC, under Chairman Paul Atkins, has repeatedly voiced support for “24/7 capital markets” and has approved pilot projects that explore tokenized trading, such as Nasdaq’s recent experiment. However, no comprehensive set of rules governs how broker‑dealers can interact with tokenized securities, especially when those assets are traded on decentralized exchanges (DEXs) or other “disintermediated” venues.

Concurrently, a joint policy statement released in March by the Federal Reserve, the FDIC and the OCC affirmed that tokenized securities should be subject to the same capital adequacy requirements as the underlying physical assets. This position reinforces that the technology used to issue or transact a security does not alter its treatment under banking regulations.

Analyst Perspective

The Fidelity letter signals a growing demand from mainstream financial institutions for regulatory certainty. Without clear guidance, firms risk either over‑compliance—incurring unnecessary operational costs—or under‑compliance, potentially exposing themselves to enforcement actions.

Industry observers note that a harmonized approach to centralized and decentralized trading infrastructures could:

  • Facilitate Innovation – By reducing regulatory friction, broker‑dealers may be more inclined to develop new products that bridge traditional securities and crypto assets.
  • Protect Investors – Standardized disclosure and reporting requirements for DeFi platforms could improve transparency and mitigate systemic risk.
  • Align US Markets with Global Trends – Europe and certain Asian jurisdictions have already introduced provisional frameworks for tokenized assets, giving US markets a competitive disadvantage if they lag behind.

Nevertheless, critics caution that overly permissive rules might inadvertently legitimize low‑quality or fraudulent token offerings, especially in the rapidly evolving DeFi space. Striking the right balance will be essential.

Key Takeaways

  • Fidelity’s Request: The firm urges the SEC to clarify ATS rules, accommodate DLT for record‑keeping, and bridge regulatory gaps between centralized exchanges and DeFi platforms.
  • Regulatory Ambiguity: Current SEC reporting mandates presume a central authority, creating challenges for decentralized venues that cannot produce traditional financial statements.
  • Tokenization Diversity: Different token structures confer distinct rights, from indirect equity interests to securities‑based swaps, necessitating nuanced regulatory treatment.
  • Capital Rules Consistency: Federal regulators maintain that tokenized securities must meet the same capital requirements as their underlying assets.
  • Potential Impact: Clear guidelines could accelerate the integration of crypto assets into mainstream finance, improve investor protection, and keep the US competitive in the global tokenization race.

Fidelity’s outreach adds a powerful voice to the ongoing dialogue about how the United States will regulate the next generation of financial markets. The SEC’s response—whether in the form of formal rulemaking or further guidance—will be closely watched by both traditional institutions and crypto‑focused participants alike.



Source: https://cointelegraph.com/news/fidelity-letter-sec-alternative-trading-systems?utm_source=rss_feed&utm_medium=feed&utm_campaign=rss_partner_inbound

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