Implementing GENIUS: OCC Proposes Rules for Payment Stablecoin Issuers
March 2026 / Authored by Corey F. Rose, Brenden P. Carroll, Neel Maitra, Megha Kalbag, Devon M. Roberson, Austin G. McComb, Jessa Goldman
Key Takeaways
The OCC recently proposed its much-anticipated rules that would implement the GENIUS Act and establish a comprehensive federal licensing and prudential regulatory framework for payment stablecoin issuers subject to OCC jurisdiction. The Proposed Rules propose standards and requirements for payment stablecoin issuers relating to, among other areas, permitted activities, reserve asset composition, redemption timing, risk management (including private key management), custody, capital levels and periodic reporting. The OCC stated that they would address anti-money laundering and sanctions requirements in a separate rulemaking in coordination with the Treasury Department. The Proposed Rules also meaningfully extend a heavily-debated provision within the GENIUS Act that prohibits the direct payment of interest or yield by a payment stablecoin issuer to stablecoin holders. Importantly, the Proposed Rules would include an anti- circumvention provision that creates a rebuttable presumption intended to prohibit certain indirect payments by affiliates and “related third parties” of payment stablecoin issuers, including white-label partners. The OCC has asked over 200 specific questions in the Proposing Release, including in areas that are likely to have significant competitive, product design and operational implications. With the payment stablecoin market rapidly expanding in recent years and expectations of continued growth, we expect significant engagement with the OCC on the Proposed Rules prior to the comment deadline of May 1, 2026, from market participants, including stablecoin issuers, digital asset exchanges, banking organizations, and asset managers.
Executive Summary
On February 25, 2026, the Office of the Comptroller of the Currency (the “OCC”) published a Notice of Proposed Rulemaking (the “Proposed Rules”) 1 to implement the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act” or “Act”), 2 which was enacted on July 18, 2025. The GENIUS Act establishes a comprehensive regulatory framework for “payment 1 OCC, Implementing the Guiding and Establishing National Innovation for U.S. Stablecoins Act for the Issuance of Stablecoins by Entities Subject to the Jurisdiction of the Office of the Comptroller of the Currency , Notice of Proposed Rulemaking, 91 Fed. Reg. 10202 (Mar. 2, 2026) (the “Proposing Release”). At times, this Dechert OnPoint tracks the Proposing Release without the use of quotation marks. 2 GENIUS Act, Pub. L. No. 119-27, 139 Stat. 419 (2025). For more information on the GENIUS Act, please refer to The GENIUS Act for Asset Managers: What to Know, Dechert OnPoint (Aug. 2025).
March 2026 / Page 2
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