Circle获批了国家信托银行牌照，稳定币发行商是如何一步步变成银行的？

1. Introduction: Circle Receives National Trust Bank Charter

On July 10, 2026, Circle announced that it had received unconditional final approval from the U.S. Office of the Comptroller of the Currency (OCC) to formally establish a national trust bank (First National Digital Currency Bank, N.A.), which will operate under the name Circle National Trust. On the day of the announcement, the stock price of USDC issuer Circle (NYSE: CRCL) surged over 10% in pre-market trading before closing approximately 5.7% higher. The realization of this approval means that Circle's flagship product, USDC, and its underlying asset custody infrastructure have been formally integrated into the U.S. federal regulatory system.

Circle chose to apply for a national trust bank charter rather than a traditional full-service commercial bank. A national trust bank is a special-purpose financial institution whose core business is strictly limited to the fiduciary custody of digital assets and fiat currency. It is specifically responsible for holding assets on behalf of clients according to high security standards mandated by law. However, the law explicitly prohibits it from accepting public daily deposits like a regular commercial bank or using client funds to issue commercial loans.

This non-commercial banking positioning of "no deposit-taking, no lending" offers significant structural advantages for crypto/stablecoin companies. By not triggering the legal definition of a commercial bank, the national trust bank and its parent company are exempt from the Bank Holding Company Act, are not required to pay premiums to the Federal Deposit Insurance Corporation (FDIC), and do not have to fulfill the social obligation of providing credit to low- and moderate-income communities. This means Circle obtains the endorsement of national-level compliance credibility while avoiding the extremely burdensome capital constraints and compliance operating costs of traditional commercial banks.

2. Regulatory Changes Trigger a Wave of Applications

The U.S. financial market experienced an unprecedented wave of federal charter applications from late 2025 to early 2026, with Circle being a prominent participant. According to public market information, within a short 83-day window, the OCC received or conditionally approved a total of 11 national trust bank charter applications from crypto companies and financial technology firms. This number not only exceeds the total number of similar applications over the past several years but also signifies a restructuring of the underlying financial infrastructure. The core policy driver behind this application wave is the GENIUS Act (U.S. Stablecoin Act), signed in July 2025, which established the first comprehensive federal regulatory framework specifically for payment stablecoins.

According to the Act, obtaining the status of a "Permitted Payment Stablecoin Issuer" (PPSI) is a prerequisite for legally issuing stablecoins. Only institutions that have undergone strict federal or state review and received this qualification are permitted to issue and manage stablecoins to the public. The Act sets two core standards for this qualification:

1. Reserve Asset Requirements. Payment stablecoins must be fully backed at least 1:1 by highly liquid, low-risk assets. This means that for every $1 of stablecoin issued on the network, the stablecoin company must hold $1 in cash or highly secure short-term U.S. Treasury bonds in a real-world bank account, ensuring that users can always redeem their digital assets for fiat currency without loss.

2. Prohibition on Yields. The Act explicitly prohibits stablecoin issuers from paying any form of interest or yield to stablecoin holders. This means the law does not allow stablecoins to distribute interest to users like traditional bank deposits or wealth management products. Its core purpose is to clearly define stablecoins solely as payment and settlement tools, preventing them from being treated as high-risk investment products.

Beyond meeting the mandatory regulatory requirements of the Act, significantly reducing compliance costs is another major driving force behind the large-scale "bankification" of crypto companies. In the past, the U.S. payment and digital asset industry was hampered by a highly fragmented state-level regulatory system. Crypto companies seeking to legally offer stablecoin issuance and asset custody services nationwide typically had to apply for and maintain Money Transmitter Licenses (MTLs) in all 50 states. Applying for licenses in each state costs companies millions to tens of millions of dollars annually and requires navigating regulatory reviews with varying standards across different jurisdictions.

The OCC-issued national trust bank charter grants licensed institutions "federal preemption." Because federal laws and authorizations supersede state laws, a Web3 company holding a national bank charter possesses a nationwide pass, allowing it to implement a single, unified set of highest federal standards across the entire U.S. This exempts them from most state-level MTL duplicate application requirements, centralizing and reducing compliance costs.

3. End Goal: Direct Access to the Underlying Settlement System

If meeting compliance requirements and reducing costs are the practical considerations for crypto companies applying for charters, then breaking free from dependence on traditional commercial banks and seeking independence in underlying fund settlement is their long-term strategic goal of "bankification."

Under the current financial structure, most crypto companies themselves are not qualified to directly access the national underlying financial network. They must rely on traditional commercial banks as intermediaries to hold billions or even tens of billions of dollars in stablecoin cash reserves. This model of heavy reliance on third-party depository institutions exposes crypto companies to significant "single point of failure risk." Simply put, if a crypto company deposits all its cash reserves in a handful of traditional commercial banks, and one of those partner banks experiences a liquidity run or declares bankruptcy, the crypto company's funds would be immediately frozen, potentially crippling its own operations.

The collapse of Silicon Valley Bank (SVB) in March 2023 fully exposed this systemic vulnerability. At that time, Circle held over $3.3 billion in reserves at SVB. The bank's sudden run and subsequent seizure by regulators temporarily restricted these funds, directly causing a price fluctuation for USDC in the secondary market. By becoming a federally regulated national trust bank, Circle can internalize the custody and management of its underlying assets, effectively cutting off this contagion risk from external traditional banks.

More importantly, obtaining a federal-level bank charter provides Web3 companies with a potential pathway to directly connect to the Federal Reserve's payment system. Under relevant U.S. financial regulations, institutions holding a federal bank charter are legally eligible to apply to the central bank (the Federal Reserve) for a Master Account or new types of payment accounts. With such an account, an institution can directly participate in national-level fund clearing, essentially having a direct channel to the nation's highest-level vault.

If a crypto company is approved to access the Fed's underlying payment systems (such as Fedwire or FedNow), it would bring enormous advantages in "settlement disintermediation." Simply put, currently, when users convert and transfer fiat currency to digital assets, it requires multiple layers of review by several intermediary correspondent banks, each deducting transaction fees. In the future, a licensed Web3 company could complete clearing directly within the central bank's system in one step. This would not only significantly shorten the time for cross-border settlements but also eliminate huge intermediary costs, fundamentally changing the efficiency of exchanging digital assets for fiat currency.

4. A Two-Track Market

Another characteristic to note in this application wave is that institutions primarily adopted two models: one is "de novo application," where a company builds from scratch, establishing a brand new institution entirely according to federal high standards; the other is "charter conversion," where a company with a state-level trust company charter upgrades it to a federally regulated national trust bank to integrate more quickly into the mainstream financial system.

As this batch of OCC national trust bank charters is gradually issued, industry research institutions generally believe that the crypto industry is accelerating towards a distinct "two-track" competitive landscape. Simply put, the future market will be clearly divided into two tiers: The first tier consists of the "regular army" holding national charters, dominating large capital flows within the industry. The second tier comprises smaller and medium-sized enterprises limited by capital strength and compliance capabilities, which can only continue to rely on state-level licenses.

Under this two-track system, crypto companies with federal charters will become the core hubs for channeling traditional institutional capital. Currently, large traditional institutions such as pension funds, university endowments, and sovereign wealth funds, when entering the digital asset market, are subject to strict compliance requirements. They are typically only permitted to entrust their assets to "qualified custodians" with federal backing. These federally licensed institutions, meeting the highest national security and auditing standards, naturally become the preferred gateway for massive capital inflows.

In contrast, for long-tail crypto companies unable to afford the multi-million dollar cost of applying for and maintaining a federal charter, gaining the trust of mainstream institutional clients will face significant hurdles. It is expected that in the coming years, with the comprehensive raising of compliance barriers, locally licensed institutions unable to cross the federal regulatory threshold will experience a severe contraction in market share. Resources and liquidity within the crypto industry will inevitably concentrate towards a few leading national trust banks like Circle, leading to a profound wave of industry reshuffling and restructuring.

5. Industry Reaction and Backlash from Traditional Finance

For Web3 companies like Circle, obtaining a national trust bank charter is undoubtedly a watershed moment for industry development. In a recent report, Circle's CEO pointed out that the underlying compliance foundation is established, and the company is at a critical juncture for expansion into broader markets. With the regulatory path cleared, the blockchain industry is attempting to position itself as a core builder of the U.S.'s next-generation financial infrastructure.

However, the OCC's issuance of national bank charters to crypto companies has sparked strong opposition and concern from the traditional U.S. banking industry. Key organizations representing the interests of traditional financial institutions, including the American Bankers Association (ABA), the Bank Policy Institute (BPI), and the Independent Community Bankers of America (ICBA), have voiced clear criticism to regulators and called for a comprehensive halt to the charter approval process.

The core objection from the traditional banking industry centers on "regulatory arbitrage." Simply put, regulatory arbitrage is when companies exploit differences between regulations, deliberately choosing the rules most favorable to them with the lowest compliance costs to conduct business. Traditional commercial banks, when obtaining and maintaining a federal bank charter, must adhere to extremely high regulatory obligations. This includes strict capital requirements under the Bank Holding Company Act, mandatory deposit insurance premiums to the FDIC, and fulfilling social obligations to provide credit to low- and moderate-income communities. Because the "national trust bank" charters applied for by crypto companies legally do not involve accepting retail deposits or issuing commercial loans, they are legitimately exempt from the vast majority of these requirements. Traditional banks argue that crypto companies enjoy the credibility endorsement of a "national bank" without bearing the corresponding financial obligations, creating a highly unfair competitive environment.

Furthermore, the traditional banking industry has expressed deep concern about the transmission of systemic financial risk. In letters to regulators, organizations like the BPI noted that if the stablecoin market experiences explosive growth due to obtaining federal charters, it will inevitably draw significant deposits away from traditional commercial banks. More critically, in the event of extreme market conditions triggering large-scale redemptions by stablecoin holders, Web3 trust banks acting as reserve managers would be forced to massively withdraw fiat deposits held in partner commercial banks. Such a sudden and massive withdrawal of funds could directly lead to liquidity crises for otherwise healthy traditional banks.

Finally, traditional finance trade associations accused the OCC of opaquely expanding the authority of trust banks to engage in non-trust activities during the approval process. Traditional banks argue that pooling large amounts of customer funds to operate as the underlying reserve for stablecoins constitutes, in essence, a business activity similar to a commercial bank's fund pool, exceeding the limited authority legally granted to trust banks.

6. Summary and Future Outlook

With the enactment of the GENIUS Act and the substantive issuance of OCC national trust bank charters, the transformation of the underlying infrastructure for U.S. digital finance has begun. The most notable trend is that the stablecoin market will experience extremely high concentration. Due to the exceptionally high cost of national-level compliance, a large number of small and medium-sized Web3 companies will find it unsustainable and be forced to exit, ultimately leaving the market dominated by a few well-capitalized, compliant giants.

In the competition among leading institutions, compliance advantages are translating into tangible market share. Recent market trading data shows that in the areas of institutional capital settlement and high-value transaction clearing, USDC, with its higher compliance certainty, is gradually surpassing other offshore stablecoin competitors that lack transparency and scrutiny. This indicates that large asset management institutions and multinational corporations increasingly prefer the underlying asset networks directly regulated by the U.S. federal government.

For financial institutions and practitioners in the Web3 industry, Circle's approval for a federal charter is just the starting point of financial system restructuring. In the coming year, the market needs to closely monitor several key processes:

1. Publication and Implementation of Detailed Rules for the GENIUS Act. According to the inter-agency regulatory timeline, major regulatory bodies such as the Treasury Department, the Federal Reserve, the OCC, and the FDIC are scheduled to release proposed rules in the third and fourth quarters of 2026, with final implementing rules expected to be announced in the first quarter of 2027. While the broad direction of the law is set, regulators still need considerable time to draft the specific "instruction manuals," such as "exactly how much cash a company must hold daily to be compliant" or "what the penalty amount is for a violation." These details will directly determine the actual operating costs and profit margins of crypto companies.

2. The Federal Reserve's Actual Progress in Approving Master or Payment Accounts. Obtaining an OCC charter is merely the "admission ticket" to apply for a Federal Reserve account. Whether the Fed will ultimately allow these crypto institutions to truly access the national underlying settlement network remains a significant policy hurdle.

3. Legal Action Trends from the Traditional Banking Industry. Currently, relevant traditional financial interest groups are in the phase of evaluating legal actions. If a formal lawsuit against the OCC for overstepping its authority by granting non-traditional charters is filed in federal court, newly approved federal charters could face the risk of being temporarily frozen, thereby delaying the deployment pace of the entire crypto-financial infrastructure.

In summary, the U.S. government has clearly abandoned the plan to establish a central bank digital currency (CBDC) directly controlled by the state. Instead, through the GENIUS Act and the issuance of national trust bank charters, the U.S. is incorporating regulated private Web3 companies into the national financial system. The ultimate goal of this strategy is to embrace the efficiency of blockchain underlying technology while maintaining the core position of the U.S. dollar in the future global internet financial settlement system through strict charter review and reserve management.

This article is intended solely for legal, policy, and industry research discussion, aiming to provide an objective analysis of digital finance, stablecoins, digital assets, and related regulatory developments. It does not constitute any form of investment advice, legal opinion, tax advice, or other professional advice, nor does it represent a recommendation, endorsement, or solicitation for any financial product, digital asset, or commercial project.

The regulatory rules, market data, and institutional information mentioned in this article are primarily derived from public sources and may be subject to changes due to legal provisions, regulatory policies, market conditions, and project developments. Readers are advised to exercise independent judgment based on the latest publicly available information and to comply with the applicable laws and regulations of their respective countries or regions. The author and the publishing platform assume no responsibility for any investment, trading, or other commercial decisions made in reliance on the content of this article.