H.R. 3633
Digital Asset Market Clarity Act
Sponsor: J. French Hill
21 cosponsors
- Josh Gottheimer
- Bill Huizenga
- Daniel Meuser
- Earl L. "Buddy" Carter
- Kristen McDonald Rivet
- Mark B. Messmer
- Michael Lawler
- Nicholas J. Begich III
- Riley M. Moore
- Robert P. Bresnahan, Jr.
- Shri Thanedar
- Zachary Nunn
- Haley M. Stevens
- Angie Craig
- Bryan Steil
- Donald G. Davis
- Dusty Johnson
- Glenn Thompson
- Ritchie Torres
- Tom Emmer
- Warren Davidson
Official summary
Written by the Congressional Research Service.
Digital Asset Market Clarity Act of 2025 or the CLARITY Act of 2025
This bill establishes a regulatory framework for digital commodities, defined by the bill as digital assets that rely upon a blockchain for their value.
The Commodity Futures Trading Commission must generally regulate digital commodities transactions, including digital commodity exchanges, brokers, and dealers. To qualify for trade on an exchange (1) a digital commodity’s blockchain must be mature, or on a blockchain system that has achieved decentralized control as defined by the bill; or (2) the issuer of the digital commodity must file certain reports. The bill establishes requirements for trade monitoring, recordkeeping, and the commingling of customer assets.
The bill exempts digital commodities on mature blockchains (and digital commodities on blockchains expected to mature within certain timeframes) from Securities and Exchange Commission (SEC) registration requirements if annual sales fall under a certain amount and other requirements are met. The bill provides the SEC with jurisdiction over digital commodity activities and transactions engaged in by certain brokers and dealers on alternative trading systems and by national securities exchanges.
Digital commodity exchanges, brokers, and dealers are subject to the Bank Secrecy Act for anti-money laundering and related purposes.
The bill also sets forth requirements for alternative trading systems, previously issued digital commodities, and provisional registration until the bill is implemented.
For more information on this bill, see CRS Insight IN12583, Crypto Legislation: An Overview of H.R. 3633, the CLARITY Act.
Text of the bill
I Definitions; Rulemaking; Expedited Registration
II Offers and Sales of Digital Commodities
Where this section came from
-
May 29, 2025 · Introduced in House Referred to House Committee on Financial Services, May 29, 2025 Referred to House Committee on Agriculture, May 29, 2025
-
Jul 17, 2025 · Engrossed in House H.Amdt. 48: Pursuant to the provisions of H. Res. 580, in lieu of the amendments in the nature of a substitute recommended by the Committees on Agriculture and Financial Services now printed in the bill, an amendment in the nature of a substitute consisting of the text of Rules Committee Print 119-6, modified by the amendment printed in part B of House Report 119-199 is considered adopted. Official page › H.Res. 580: On Ordering the Previous Question — Passed, 211–210 · Roll Call 194 H.Res. 580: On Agreeing to the Resolution — Failed, 196–223 · Roll Call 195 H.Res. 580: On Motion to Reconsider — Passed, 215–211 · Roll Call 197 H.Res. 580: On Agreeing to the Resolution — Passed, 217–212 · Roll Call 198 On Passage — Passed, 294–134 · Roll Call 199
… 8 unchanged passages …
(1) Prior to being a mature blockchain system. Prior to the blockchain system to which a digital commodity relates being certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934, units of the digital commodity acquired by a digital commodity related person or digital commodity affiliated person directly from its issuer
,
(
or an agent or underwriter thereof
,
)
pursuant to an investment contract in reliance on section 4(a)(8), or another exemption under this Act, may be offered or sold by such digital commodity related person or digital commodity affiliated person if—
… 1 unchanged passage …
(B) the digital commodity related person or digital commodity affiliated person has held the units for not less than 12 months
from the date the units were delivered
; and
… 1 unchanged passage …
(i) in any 12-month period,
or shorter period as the Commission may prescribe,
not
less than 5 percent or
greater than
15
20
percent of the total units of the digital commodity acquired directly from its issuer
(or an agent or underwriter thereof)
by the digital commodity related person or digital commodity affiliated person
;
, as determined by the Commission pursuant to paragraph (3);
and (ii)
an amount, as determined by the Commission pursuant to paragraph (3),
not
less than 30 percent or
greater than 50 percent of the total units of the digital commodity acquired directly from its issuer
(or an agent or underwriter thereof)
by the digital commodity related person or digital commodity affiliated person. (2) After becoming a mature blockchain system. After the blockchain system to which a digital commodity relates is certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934, units of the digital commodity acquired by a digital commodity related person or digital commodity affiliated person directly from its issuer
,
(
or
the
an
issuer’s
agent or underwriter
,
thereof)
pursuant to an investment contract in reliance on section 4(a)(8) or another exemption under this Act, may be—
… 4 unchanged passages …
(I) 12 months
from the date the units were delivered
; or
… 1 unchanged passage …
(iii) the aggregate amount of the units of the digital commodity offered or sold by the digital commodity affiliated person in any 12-month period
does
is
not
an
exceed
amount, as determined by
the
greater
Commission
of—
pursuant to paragraph
(
I)
3),
8
not less than 5
percent
or greater than 10 percent
of the total outstanding amount of the digital commodity
;
.
or
(
II
3
)
25
Rulemakings
percent
required.
of
Not later than 270 days after
the
total
date
units
of the enactment
of
this section, consistent with protecting investors, maintaining fair, orderly, and efficient markets, and facilitating capital formation, and to foster
the
digital
development
commodity
of
acquired
mature
directly
blockchain
from
systems,
its
the
issuer
Commission,
by
rule, after notice and comment— (A) shall set
the
digital
percentage
commodity
amounts
affiliated
described
person.
in paragraphs
(
d
1)(C)(i), (1)(C)(ii), and (2)(B)(iii); and (B
)
Use
may provide an exemption from the limitation described in paragraph (1)(C)(ii), if the Commission requires any offer or sale pursuant to such exemption
of a digital commodity
in
related to a blockchain system that has failed to become a mature blockchain system under this Act or any rule promulgated hereunder to be accompanied by
the
programmatic
disclosures
functioning
required under, as applicable, section 4B(e)(1)(A) or section 202(c)(2)(B)(iii)(II)
of the
blockchain
CLARITY
system
Act of 2025
.
(d) Rules of construction.
For purposes of this section, the use of a digital commodity in the programmatic functioning of the blockchain system to which it relates is not an offer or sale of a digital commodity.
… 4 unchanged passages …
(4) Differentiation between persons. In issuing rules required under paragraphs (2) and (3), the Commission shall differentiate between digital commodity related persons and digital commodity affiliated persons
,
as necessary or appropriate in the public interest or for the protection of investors. (f)
Rules
Certain
for
units
previously-Issued digital commodities. (1) Units
received prior to
January 1, 2020
enactment
.
If
A
a
unit of a digital commodity
was
received
by
from
a
the
digital commodity
related
issuer
person or digital commodity affiliated person
prior to
January 1, 2020,
the
unit
date
of the
digital
enactment
commodity
of
may
this
be
section
offered
through
or
an
sold
offer
by the digital commodity related person
or
digital
sale
commodity
of
affiliated
an
person
investment
without
contract
condition.
involving
(2) Certain
units
related to a non-mature blockchain system. If a unit
of a digital commodity
was
in
received
reliance
by
on
a
an
digital
exemption
commodity
from
related
registration
person
under
or
this
digital commodity affiliated person between January 1
Act
,
2020,
including
and June 1, 2025, and the blockchain system to which the digital commodity relates is not certified
as
a
provided
mature blockchain system
under section
42
3,
of
4(a),
the
or
Securities Exchange Act of 1934
19
,
the unit of the digital asset
may be offered or sold by a digital commodity related person or digital commodity affiliated person
,
if— (
A
1
)
reports
the
with respect to such
digital commodity
comparable
issuer
to
is
the
no
reports
longer
described
engaged
under
in
section
material
4B(b)(3),
ongoing
where
efforts
required by the Commission, have been filed with the Commission; (B) the digital commodity
related
person or digital commodity affiliated person meets any requirements pursuant
to
subsection (e)(3); and (C)
the
digital commodity related person or digital commodity affiliated person has held the units for not less than 12 months from the date the units were delivered. (3) Certain units related to a mature
blockchain system
. If
to
a
which
unit
the
of a
digital commodity
was
relates
received by a digital commodity related person or digital commodity affiliated person between January 1, 2020,
and
June 1, 2025, and
the blockchain system to which the digital commodity relates is certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934
,
;
it may be offered
or
sold by a digital commodity related person or digital commodity affiliated person if—
(
A
2
)
information
the
described
appropriate
in
disclosures
section 4B(b)(5)(C) or comparable thereto, where
required
by
under
the
section
Commission, is publicly available; and
202
(
c)(2)(
B)
the
of
digital commodity related person or digital commodity affiliated person has held
the
units
CLARITY
for
Act
not
of
less
2025
than
have
12
been
months
made
from
with
the
date the units were delivered
Commission
. (g) Rulemaking on further usage of digital commodities.
Not
The
later
Commission,
than
consistent
270
with
days
protecting
after
investors,
the
maintaining
date
fair,
of
orderly,
enactment
and
of
efficient
this
markets,
section
and facilitating capital formation
,
as well as fostering
the
Commission
development
may
of
issue
mature
rules
blockchain
to
systems,
exempt
may
,
by rule, exempt
unconditionally or on stated terms or conditions, a digital commodity related person or a digital commodity affiliated person
, or any class thereof,
from the requirements of this section for the offer or sale of a digital commodity
,
in
including
order
for
to foster
the
development
purposes
of
mature
promoting
blockchain
market
systems and fair and orderly markets
liquidity
.
]
What does "considered adopted" mean?
When a chamber approves a rule that says a change is "considered adopted", the change becomes part of the bill as soon as the rule passes, without a separate vote on the change itself.
The Securities Act of 1933 (15 U.S.C. 77a et seq.), as amended by section 202, is further amended by inserting after section 4B the following:
4C. Requirements for offers and sales of digital commodities by digital commodity related persons and digital commodity affiliated persons
(a) In general. It shall be a violation of this Act for a digital commodity affiliated person or a digital commodity related person to offer or sell a digital commodity acquired directly from its issuer, or an agent or underwriter thereof, pursuant to an investment contract in reliance on section 4(a)(8) or another exemption under this Act, other than as provided in this section.
(b) Commission jurisdiction
(1) Where a digital commodity affiliated person or a digital commodity related person offers or sells a digital commodity acquired directly from its issuer, or an agent or underwriter thereof, pursuant to an investment contract in reliance on section 4(a)(8), or another exemption under this Act, other than as provided in this section, such digital commodity affiliated person or digital commodity related person shall be considered an issuer of such investment contract.
(2) For the purposes of this section, the Commission shall have jurisdiction and enforcement authority with respect to an offer or sale of a digital commodity described in subsection (a).
(c) Restrictions on digital commodity related persons and digital commodity affiliated persons
(1) Prior to being a mature blockchain system. Prior to the blockchain system to which a digital commodity relates being certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934, units of the digital commodity acquired by a digital commodity related person or digital commodity affiliated person directly from its issuer (or an agent or underwriter thereof) pursuant to an investment contract in reliance on section 4(a)(8), or another exemption under this Act, may be offered or sold by such digital commodity related person or digital commodity affiliated person if—
(A) reports with respect to such digital commodity, where required under section 4B(b)(3) (or, with respect to a digital commodity not issued in reliance on section 4(a)(8), a comparable set of reports where required by the Commission) have been filed with the Commission;
(B) the digital commodity related person or digital commodity affiliated person has held the units for not less than 12 months; and
(C) the aggregate amount of the units of the digital commodity offered or sold by the digital commodity related person or digital commodity affiliated person is—
(i) in any 12-month period, or shorter period as the Commission may prescribe, not less than 5 percent or greater than 20 percent of the total units of the digital commodity acquired directly from its issuer (or an agent or underwriter thereof) by the digital commodity related person or digital commodity affiliated person, as determined by the Commission pursuant to paragraph (3); and
(ii) an amount, as determined by the Commission pursuant to paragraph (3), not less than 30 percent or greater than 50 percent of the total units of the digital commodity acquired directly from its issuer (or an agent or underwriter thereof) by the digital commodity related person or digital commodity affiliated person.
(2) After becoming a mature blockchain system. After the blockchain system to which a digital commodity relates is certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934, units of the digital commodity acquired by a digital commodity related person or digital commodity affiliated person directly from its issuer (or an agent or underwriter thereof) pursuant to an investment contract in reliance on section 4(a)(8) or another exemption under this Act, may be—
(A) offered or sold by a digital commodity related person; or
(B) offered or sold by a digital commodity affiliated person if—
(i) information described in section 4B(b)(5)(C), where required (or, with respect to a digital commodity not issued in reliance on section 4(a)(8), a comparable set of information, where required) is publicly available;
(ii) the digital commodity affiliated person has held the units for not less than the earlier of—
(I) 12 months; or
(II) 3 months following the date on which the blockchain system is certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934; and
(iii) the aggregate amount of the units of the digital commodity offered or sold by the digital commodity affiliated person in any 12-month period is an amount, as determined by the Commission pursuant to paragraph (3), not less than 5 percent or greater than 10 percent of the total outstanding amount of the digital commodity.
(3) Rulemakings required. Not later than 270 days after the date of the enactment of this section, consistent with protecting investors, maintaining fair, orderly, and efficient markets, and facilitating capital formation, and to foster the development of mature blockchain systems, the Commission, by rule, after notice and comment—
(A) shall set the percentage amounts described in paragraphs (1)(C)(i), (1)(C)(ii), and (2)(B)(iii); and
(B) may provide an exemption from the limitation described in paragraph (1)(C)(ii), if the Commission requires any offer or sale pursuant to such exemption of a digital commodity related to a blockchain system that has failed to become a mature blockchain system under this Act or any rule promulgated hereunder to be accompanied by the disclosures required under, as applicable, section 4B(e)(1)(A) or section 202(c)(2)(B)(iii)(II) of the CLARITY Act of 2025.
(d) Rules of construction. For purposes of this section, the use of a digital commodity in the programmatic functioning of the blockchain system to which it relates is not an offer or sale of a digital commodity.
(e) Manipulative and deceptive devices; reporting
(1) In general. It shall be unlawful for any digital commodity issuer, digital commodity related person, or digital commodity affiliated person, directly or indirectly, by the use of any means or instrumentality of interstate commerce or of the mails, to use or employ, in connection with the purchase or sale of any digital commodity, any manipulative or deceptive device or contrivance in contravention of such rules and regulations as the Commission may prescribe as necessary or appropriate in the public interest or for the protection of investors.
(2) Affirmative defense. Not later than 270 days after the date of the enactment of this section, the Commission shall issue rules to implement paragraph (1), including by providing any affirmative defenses to an enforcement action thereunder as the Commission may prescribe as necessary or appropriate in the public interest or for the protection of investors.
(3) Reporting. Not later than 270 days after the date of the enactment of this section, the Commission shall issue rules to prescribe such transaction reporting and beneficial ownership disclosure obligations applicable to digital commodity related persons and digital commodity affiliated persons, as necessary or appropriate in the public interest or for the protection of investors.
(4) Differentiation between persons. In issuing rules required under paragraphs (2) and (3), the Commission shall differentiate between digital commodity related persons and digital commodity affiliated persons, as necessary or appropriate in the public interest or for the protection of investors.
(f) Certain units received prior to enactment. A unit of a digital commodity received from the digital commodity issuer prior to the date of the enactment of this section through an offer or sale of an investment contract involving units of a digital commodity in reliance on an exemption from registration under this Act, including as provided under section 3, 4(a), or 19, may be offered or sold by a digital commodity related person or digital commodity affiliated person, if—
(1) the digital commodity issuer is no longer engaged in material ongoing efforts related to the blockchain system to which the digital commodity relates and the blockchain system to which the digital commodity relates is certified as a mature blockchain system under section 42 of the Securities Exchange Act of 1934; or
(2) the appropriate disclosures required under section 202(c)(2)(B) of the CLARITY Act of 2025 have been made with the Commission.
(g) Rulemaking on further usage of digital commodities. The Commission, consistent with protecting investors, maintaining fair, orderly, and efficient markets, and facilitating capital formation, as well as fostering the development of mature blockchain systems, may, by rule, exempt unconditionally or on stated terms or conditions, a digital commodity related person or a digital commodity affiliated person, or any class thereof, from the requirements of this section for the offer or sale of a digital commodity, including for the purposes of promoting market liquidity.
III Registration for Intermediaries at the Securities and Exchange Commission
IV Registration for Digital Commodity Intermediaries at the Commodity Futures Trading Commission
V Innovation and Technology Improvements
VI Anti-CBDC Surveillance State Act
I Responsible securities innovation
II Protecting against illicit finance
III Responsible innovation in decentralized finance
IV Responsible banking innovation
V Responsible regulatory innovation
VI Protecting software developers and software innovation
VII Protecting customer property
VIII Customer protection
IX Other matters