6 год тому
Japan's Lower House Backs Crypto Reclassification Under Securities Law, Opening Door to Spot ETFs
Japan's lower house approved legislation on Thursday that would treat cryptocurrencies as financial instruments under the country's securities regime, a shift that could pave the way for regulated spot ETFs and a uniform 20% capital gains tax.
The bill amends the Financial Instruments and Exchange Act (FIEA), moving crypto oversight from the Payment Services Act into the same legal framework used for stocks, bonds, and investment trusts, Bloomberg reported. It now goes to the upper house, where approval is broadly expected. The changes are not yet in force.
Under the current system, digital assets are largely handled as payment instruments, with lighter disclosure and investor-protection requirements than traditional securities. If brought under the FIEA, crypto issuers and related parties would be subject to securities-style disclosure obligations, custody standards, and insider trading rules comparable to those applied to listed equities.
Tokyo Stock Exchange representatives have said crypto ETFs could begin listing as early as 2027 once the framework is finalized. Large securities firms are already preparing: SBI Securities and Rakuten Securities have stated they intend to offer crypto investment trusts after rules are finalized, while 11 other firms—including Nomura, Daiwa, and Mizuho—have indicated they may enter the market.
“We aim to foster more innovation by creating a sound trading environment,” Masato Yoshizawa of Japan's Financial Services Agency told Bloomberg. Koichi Kano, Japan head at Singapore-based crypto market maker QCP Group, said the bill offers “long-awaited clarity for market participants.”
Tax, disclosure, and enforcement measures are also central to the proposal. Japan's 2026 Tax Reform Outline calls for crypto gains to be taxed at a flat 20%, replacing a progressive miscellaneous-income system that can reach 55%. That tax change is expected to take effect in 2028. Aligning the rate with equities and bonds would address a long-cited structural disadvantage for institutional adoption.
Exchanges would face expanded disclosure requirements across 105 tokens currently approved for domestic trading. Penalties would rise for operating an unregistered crypto business: the maximum prison term for unregistered sellers would increase from three years to 10 years.
The bill would also extend insider trading enforcement to crypto for the first time. Parties with access to material nonpublic information—including issuers, exchange operators, and those aware of pending listings, delistings, or major technical incidents—would face restrictions similar to those governing public equities. Hinza Asif, president of the Asia Web3 Alliance, told Bloomberg stronger enforcement “could help create a more trusted environment” for new entrants.
Industry feedback has been mixed. In FSA working group discussions, some representatives cautioned that compliance demands could be too onerous, noting roughly 90% of domestic exchanges are operating at a loss. Some committee members called the proposals “too heavy-handed” and urged regulators to balance investor protection with market viability.
Stablecoins are excluded from the FIEA reclassification and will remain regulated under the Payment Services Act as electronic payment instruments. The carveout reflects Japan's parallel approach to stablecoin infrastructure. Earlier this week, MUFG, SMBC, and Mizuho announced plans for joint stablecoin transactions aimed at live deployment in fiscal 2026.
Implementation is expected within about one year after the bill becomes law, pointing to fiscal 2027 for the new FIEA-based crypto regime. The 20% tax rate would follow separately under the 2026 Tax Reform Outline and begin in 2028. When Japan's cabinet approved the measure in April, Finance Minister Satsuki Katayama described it as a step to expand the supply of growth capital while ensuring market fairness, transparency, and investor protection. The upper house has not yet scheduled a vote.