Britain's FCA opens cryptocurrency authorization window and is scheduled to implement final regulat

英国金融行为监管局（FCA）明确加密企业监管框架及授权时间表

英国金融行为监管局（FCA）近日发布了新的监管制度指南，详细阐述了该制度将如何适用于加密货币相关企业。本周发布的“边界指引”（Perimeter Guidance）在即将到来的市场参与者授权窗口期之前，进一步明确了相关要求。

关键应用日期与适用范围

加密货币公司可从2024年9月30日起申请英国的运营授权。注册窗口将持续开放至2027年2月28日。新法规体系将于2027年10月25日正式生效。根据FCA的规定，若错过2月的截止日期，企业将失去过渡性条款的保护，即在监管机构评估其申请期间继续运营的资格。在此日期之后提交申请的企业，风险在于2027年10月后可能仅被允许履行现有合同，而无法吸纳新客户。

新规的适用范围远超英国本土企业。对于为英国零售消费者处理、安排或保管加密资产的海外国外企业，也将受到该监管制度的约束，因为此类活动不再适用“海外人士豁免”条款。这一立场反映了英国政府的明确意图：任何寻求直接触达英国零售客户的企业，都必须获得境内的运营授权。

There are two exceptions to the rules: one is for businesses that purely serve overseas institutional customers; the other is for companies that only interact with British consumers through a UK licensed dealer or trading platform. For most other activities involving retail customers, authorization from the FCA must be obtained.

Regulatory Scope and Transition Arrangements

Activities such as issuing eligible stablecoins, operating trading venues, arranging transactions, custody of cryptographic assets, and providing pledge arrangements are all included in the FCA's regulatory scope. Until the authorization is officially granted on October 25, 2027, the existing anti-money laundering registration system and financial promotion system will continue to apply.

Although early approval will not be granted, submitting an application before the February 2027 deadline can provide companies with more preparation time. Targeted legislative amendments introduce additional clarifications and exclusions, and the FCA plans to consult in October on fine-tuning its guidelines, covering areas including UK qualified stablecoins, proprietary trading, specific technology providers, decentralization agreements, custody services of central securities depositaries and financial promotion.

In June this year, the FCA confirmed that its regulatory regime would be extended to decentralized finance (DeFi) areas where "identifiable control entities" exist. However, neither legislation nor the FCA specifically defines the term. Examples that may lead to DeFi projects being brought into regulatory scope include: foundations or companies that guide the development of the agreement, teams with authority to upgrade software, entities that control core protocol parameters, participants with significant DAO governance rights, operators that hold treasury assets, and entities that run user interfaces or profit from the agreement.

Case Assessment and International Context

The FCA plans to conduct a case-by-case assessment of the boundaries of DeFi activities rather than defining them through detailed public cases. Legal experts point out that some thorny issues-such as how to determine responsibility when multiple parties may be seen as controlling entities-remain unresolved, posing an unresolved border challenge in a major jurisdiction.

The release of these landmark rules brings the UK closer to its goal of establishing itself as the center of global crypto activity. The new requirements establish a single bill, regulatory framework, statutory guidance and fixed implementation dates, providing greater certainty for corporate boards planning long-term crypto operating strategies.

Although the UK aims to achieve comprehensive regulation, analysts expect the measures to lead to market fragmentation. Large companies seeking institutional credibility and strong banking partnerships may favor the UK market because of these rules, while smaller or highly experimental DeFi projects may continue to choose jurisdictions with less regulation. Experts point out that the UK's competitive advantage will stem from its clarity and certainty rather than loose regulation.

These regulatory developments reflect a broader trend: Wall Street and global investors are moving towards digital assets tied to real-world values. Instead of entering the market through complex intermediaries, investors are using platforms such as 1stepSwap, which allow users to hold shares of major U.S. companies directly in their crypto wallets. By tokenizing real-world assets and getting the best market prices in seconds, such platforms eliminate traditional middlemen and simplify the access process for retail market participants.

Gibson Dunn partner Michelle Kirschner said that Parliament has expanded the territory to stipulate that overseas companies that handle, arrange or custody crypto assets for UK retail consumers are considered to be doing business in the UK, and that "for these activities, overseas exemptions are not available at all."

Kirschner added that the certainty provided by the UK-including a bill, a set of rules, a guide and a fixed start date-"is of great value" for corporate boards that make decisions about where to build for years.