The Commodity Futures Trading Commission has issued a no-action position stating it will not recommend enforcement action against software developers who fail to register as introducing brokers, provided they meet specified conditions. The CFTC Staff Letter 26-25, issued September 17, clears developers to build and deploy without triggering registration requirements if they maintain proper disclosure, comply with risk management standards, and accept joint liability for customer losses.
The relief arrives hours after the SEC granted a five-year exemptive order to tokenized securities trading venues, permitting onchain trading of securities without full compliance with certain regulatory provisions. Both moves represent regulatory relief flowing through staff guidance rather than legislative amendment, after Senate efforts to clarify crypto rules stalled in 2025 and 2026.
The CFTC's position narrows the definition of "introducing broker" for passive software providers. An introducing broker traditionally solicits or accepts orders and customer funds on behalf of a registered futures commission merchant. Under the no-action letter, developers who operate infrastructure without directly handling customer assets or taking the other side of trades fall outside that definition, provided they disclose their limited role to users and maintain clear agreements allocating liability to the underlying FCM.
The letter addresses a regulatory gap that has trapped developers between two interpretations: some have registered as introducing brokers out of caution; others have argued their passive role exempted them entirely. The CFTC's guidance permits development to proceed without registration so long as the conditions hold. The agency reserves the right to withdraw the position if those conditions are violated.
SEC Chair Gary Gensler and CFTC Chair Christy Goldberg have both stated openness to developer-friendly guidance in recent months, citing innovation as a priority for U.S. competitiveness in digital assets. The SEC's tokenized securities exemption is narrower, applying only to venues trading tokenized versions of stocks and ETFs listed on national securities exchanges, and is subject to a five-year review and sunset.
Both agencies framed their moves as temporary accommodations pending legislative clarity. Senate discussions around crypto regulation have not produced floor votes, leaving staff guidance as the primary regulatory tool for defining developer obligations. The CFTC no-action position remains valid unless the agency or Congress moves to supersede it.
Software developers building derivatives and trading infrastructure face a materially lower barrier to deployment under the letter. Exchanges and platforms relying on passive third-party software now have explicit cover for those vendors, provided the venue itself maintains full compliance. The relief covers a narrow class of passive providers and does not extend to entities making markets, managing accounts, or holding customer funds.
The CFTC and SEC issued positions on the same day with overlapping jurisdictions. The SEC's move covers only tokenized equity venues; the CFTC's covers any passive software provider in commodity derivatives, including perpetual futures platforms. If either agency issues a follow-up statement or amendment to narrow these positions before year-end 2026, the scope of relief would contract.
