In today's rapidly changing financial landscape, a widening range of companies—spanning fintech, digital-asset infrastructure, payments, and even large retailers exploring consumer-facing financial offerings—are evaluating national trust bank charters as a way to deliver regulated financial services under a unified federal framework. That interest is no longer theoretical: in December alone, five national trust bank charters were conditionally approved, underscoring the charter's growing role as a viable pathway for nontraditional financial services providers seeking federal oversight without becoming full-service banks.
For some, the charter represents a path to provide fiduciary or custodial services for digital or tokenized assets. For others, it offers a platform to support settlement, asset servicing, or stable-value products that institutional customers prefer to engage with through regulated entities. For companies with business plans that may result in supervision primarily at the state level (e.g., certain money transmission activity), a trust charter may offer, depending on the facts and applicable law, a potential alternative to multi-jurisdictional oversight while avoiding the deposit-taking obligations of full-service national banks.
Publicly available data from the Office of the Comptroller of the Currency (OCC) reflects a marked increase in applications for national trust charters. Applicants now include digital-asset custodians, specialized payments firms, global financial institutions expanding U.S. operations, and diversified commercial groups exploring deeper participation in financial services. Although business models differ, the growth underscores one trend: companies are reassessing how best to align emerging financial activities with a stable, federally supervised regulatory framework.
Below we share an overview of the national trust charter, the OCC's supervisory posture, and the key considerations executives and counsel should understand when evaluating this chartering pathway.
Legal Foundations of the National Trust Charter
The OCC's authority to charter national trust banks is grounded in long-standing statutory provisions. Under 12 U.S.C. § 27(a), the OCC may issue charters for national banks whose operations are "limited to those of a trust company and activities related thereto." This authority is complemented by 12 U.S.C. § 92a, which sets forth the fiduciary powers national banks may exercise. These powers include serving as trustee, executor, administrator, registrar of stocks and bonds, and guardian of estates and performing other fiduciary functions.
Unlike full-service national banks chartered under 12 U.S.C. § 24, national trust banks typically do not engage in deposit-taking or commercial lending. As a result, they are generally not subject to certain regulatory regimes that apply to depository institutions, such as FDIC insurance or Bank Holding Company Act supervision. Their activities instead focus on fiduciary and custodial functions and activities deemed "related thereto."
The regulatory framework for chartering national banks, including trust banks, is found in 12 C.F.R. § 5.20. This regulation outlines the requirements for organizing a national bank and authorizes the OCC to approve applications for special-purpose national banks, including those limited to fiduciary activities.
Evolution of OCC Policy and Supervisory Posture
The OCC's approach to national trust charters has evolved steadily, shaped by decades of interpretive guidance and shifts in the types of firms seeking federal supervision. Historically, national trust banks have served traditional fiduciary roles. Over time, as financial services have expanded to include electronic settlement, digital custody, and technology-enabled fiduciary functions, the OCC has recognized that certain ancillary activities could fall within "those of a trust company and activities related thereto," as authorized by § 27(a).
A significant development in recent years was the publication of OCC Interpretive Letter # 1176 (January 2021) addressing how certain digital-asset and technology-supported activities can fit within the fiduciary and custodial authorities available to national trust banks. Now that the author of that memorandum, then OCC Chief Counsel Jonathan Gould, serves as Comptroller of the Currency, its interpretive framework plays a practical role in how the OCC evaluates novel applications, particularly those involving custodial or administrative services for digital or tokenized assets.
At the same time, some stakeholders have challenged aspects of this interpretive posture, arguing for a narrower view of what constitutes "related thereto" activity and raising questions about whether certain technology-driven or digital-asset services should fall within trust authority. These considerations form part of a broader policy dialogue addressed later in this primer. What remains consistent is the OCC's case-specific evaluation of applications and its use of tailored supervisory conditions to ensure that proposed activities remain within statutory and regulatory boundaries.
National Trust Charters in Context
National trust charters exist alongside other legal structures, such as state trust companies and full national banks. Key distinctions include the following:
- Regulator: National trust banks are regulated by the OCC; state trust companies by state banking departments; full national banks by the OCC and the Federal Reserve
- Powers: National trust charters authorize fiduciary and related activities; state trust powers vary; full national banks may exercise the full range of banking powers
- Deposit Insurance: National trust and most state trust institutions do not have FDIC insurance; full national banks are required to
- Federal Preemption: National trust and full national banks benefit from federal preemption under the National Bank Act; state trust companies generally do not.
Supervision: National trust banks are supervised by the OCC; state trust companies by state regulators; full national banks by multiple federal agencies - Potential Use Cases: National trust charters may be used for custody, settlement, asset servicing, and fiduciary roles; state trust structures vary; full national banks typically support lending, deposits, and payments
The OCC Application Process
1. Pre-Filing Engagement – Applicants typically begin with informal discussions with OCC licensing and supervisory staff to determine how proposed activities fit within fiduciary and related powers.
2. Formal Application – Applications are submitted through the OCC's Central Application Tracking System (CATS) and include public and confidential portions.
3. OCC Review and Conditional Approval – The OCC evaluates legal authority, financial condition, governance, risk management, and activity structure. Conditional approvals may impose requirements tailored to the business model.
4. Pre-Opening Phase – Applicants must satisfy all conditions, raise capital, and implement governance and compliance frameworks before receiving a final charter.
5. Ongoing Supervision – National trust banks are subject to ongoing OCC supervision, including examinations and reporting.
Key Legal and Policy Considerations
Several structural considerations shape the OCC's treatment of trust charters:
- Scope of permissible activities
- Capital and liquidity standards
- Fiduciary obligations and governance
- Federal preemption implications
- Administrative law considerations
- Novel use cases, including digital assets and stable-value instruments
Strategic Context for Financial Services Firms
The trust charter appeals to firms seeking regulated custody, settlement, or fiduciary administration, including for digital or tokenized assets. Recent federal legislation clarifying regulatory expectations for stable-value digital assets has influenced how market participants evaluate trust banks as potential issuers or administrators. Some firms may pursue the charter directly; others may consider partnerships with nationally regulated entities.
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National trust charters occupy a well-defined space within the U.S. regulatory framework. They are grounded in clear statutory authority, supported by a mature licensing process, and shaped by interpretive developments. As interest grows across digital asset infrastructure, payments, and commercial applications, trust charters are likely to remain a significant regulatory option for firms evaluating federally supervised structures.
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