If you don’t follow crypto closely, you may have missed an important development in April: Coinbase became the largest cryptocurrency exchange to register as a restricted dealer in Canada, and the first international exchange to achieve that status.
Coinbase Global Inc., based in the United States, is a publicly traded company serving more than seven million users across 100+ countries. Although Coinbase has offered services in Canada since 2015, it formally launched a Canadian operation in August 2023. Over recent years the company collaborated with Canadian securities regulators to meet regulatory expectations related to investment limits, segregation of customer assets, margin trading and other protections.
What a “restricted dealer” registration means in Canada
The term “restricted dealer” is a specialized securities registration category applied to certain crypto trading platforms in Canada. Firms and individuals that trade in or advise on securities must register with the securities regulator in each province or territory where they do business. Canada’s registration framework includes several categories tailored to different products and services.
A restricted dealer registration is intended for businesses that do not fit neatly into existing categories. Regulators tailor each restricted dealer registration with specific requirements and conditions to address investor protection risks and operational concerns. Canadians can verify a company’s registration status through the national registration search maintained by Canadian securities authorities.
Coinbase’s ongoing challenges with U.S. regulators
Coinbase’s success securing registration in Canada contrasts with its continuing legal conflict with the U.S. Securities and Exchange Commission (SEC). In July 2022, Coinbase requested that the SEC propose clear rules identifying which digital assets are securities and how securities offered and traded via digital channels should be regulated. The SEC has maintained that existing securities laws already apply, while Coinbase argues those rules are not a good fit for many digital assets.
Despite regulatory friction in the United States, Coinbase has continued to expand internationally. In 2023 the company obtained licenses or registrations in jurisdictions such as Bermuda, Spain, France and Singapore, and launched operations in Canada and Brazil.
Coinbase Canada’s CEO, Lucas Matheson, who previously spent five years at Shopify and co-founded a 3D printing marketplace, has led the Canadian business since joining Coinbase in 2022. In June he spoke at the Collision technology conference in Toronto about regulation, Web3, and Coinbase’s Canadian strategy.
Jaclyn Law: In April, Coinbase became a restricted dealer in Canada. What does that mean for the business?
Lucas Matheson: The most important outcome is regulatory clarity. Registration means we’ve completed a series of submissions explaining how our business and operations work, how we serve clients, how we manage conflicts of interest and how we keep customers informed and assets protected. That clarity builds trust with investors and governments.
From my perspective, having worked in tech for years but not directly with government, I’ve been encouraged by how aligned Coinbase and Canadian regulators are about the goals. The exact path to compliance still requires work, but registration creates a framework for collaboration and the development of strong rules.
The shift toward decentralized finance
JL: You came to Collision to talk about disrupting Canada’s financial industry. What were the highlights?
LM: We tried to show why the world is moving away from highly centralized financial systems toward decentralized alternatives. The technology—starting with bitcoin in 2009 and evolving through platforms like Ethereum—addresses shortcomings in traditional finance, but the movement is driven by deeper values: transparency, inclusion and different incentive structures.
Traditional financial systems route transactions through many intermediaries, creating cost, complexity and opacity. That structure also fragments risk among different functions, which can make basic transactions slow and bureaucratic. Decentralized systems offer a way to restore transparency and broaden access: an estimated portion of the population is underbanked or unbanked, and decentralized finance can provide alternatives that are faster and more inclusive.
JL: Coinbase is a crypto exchange but also promotes broader access to financial services. How do you approach that?
LM: Coinbase’s mission, rooted in our founder’s experiences in regions with limited banking access, is to increase economic freedom by enabling access to digital assets worldwide. Economic freedom, in our view, includes meaningful access to financial services and the ability to self-custody assets when desired. We aim to give people tools and education so they can use systems that align with their interests and priorities.
We structure our business around three main segments: consumer access, institutional services and developer tools for Web3. Consumers can use the Coinbase app to sign up, complete identity checks and buy digital assets, and we offer a self-custody wallet for users who prefer to control their private keys. Institutional clients rely on Coinbase for custody, exchange services and staking, while developers build on blockchain networks using protocols and Layer 2 solutions that enable faster, cheaper transactions.
What is Web3?
Web3 refers to an evolving generation of internet technologies that emphasize decentralization rather than control by large corporations. It includes blockchain networks, cryptocurrencies, non-fungible tokens (NFTs) and smart contracts. Web3 aims to shift control and value creation toward users, developers and communities.
What Coinbase is doing in Canada
JL: Coinbase has identified Canada as a “Go Deep” market, launching infrastructure and services. Why Canada?
LM: We focus on jurisdictions that offer regulatory clarity, which is crucial for investor protection and public trust. Canada moved early after major platform failures to clarify expectations for crypto trading platforms, which created a head start for building a regulatory framework. That clarity has made Canada an attractive market for expanding services and helping Canadians access the digital economy.
JL: A Coinbase survey ranked Canada as one of the most crypto-aware countries. Why might that be?
LM: Canadians are technically savvy and well educated. There are also deep Web3 roots in parts of Canada—some prominent projects have founders or teams with ties to Waterloo and Toronto—and a growing developer community. Coinbase Ventures has invested in Canadian startups, and that ecosystem awareness helps explain higher levels of crypto familiarity.
Working with Canadian securities regulators
JL: What does the process of working with regulators and policy-makers look like?
LM: Collaboration has been key. Canadian regulators have engaged with industry through working groups and regular meetings. We’ve invested years in explaining how the technology works, how policies safeguard assets, how clients are informed and how risk is managed. That education is time-consuming, but Canada’s regulators have been receptive and persistent.
One example is the Canadian Investment Regulatory Organization (CIRO), which we are working with on a broader dealer registration. CIRO has opened channels for monthly dialogue to help shape a rigorous regulatory framework. Canada’s approach has required firms to adapt policies and systems, but that effort creates clarity that benefits investors, government and the industry.
What is a pre-registration undertaking (PRU)?
Canadian securities authorities introduced the pre-registration undertaking (PRU) as a mechanism for firms operating in Canada to commit to meeting regulatory terms while registration applications are reviewed. The PRU set expectations for investor protection and required trading platforms to either progress toward compliance or stop offering services to Canadian users. This policy prompted several exchanges to exit the Canadian market and encouraged others to align with regulatory guidance.
JL: What does regulatory clarity mean for individual investors?
LM: Most wealth in Canada is managed by professional advisors and money managers, many of whom have not yet incorporated digital assets into client portfolios. Clear regulation enables advisors to learn about digital assets, evaluate risks responsibly and discuss diversification options with clients. Coinbase aims to support advisors, family offices and institutions with products and education so they can access the digital economy safely.
JL: Are Canadian banks participating in the crypto economy?
LM: A major challenge across the industry is that Canada’s large banks currently do not provide banking services to crypto trading platforms. The country’s largest banks control a significant share of the market, and expanding their participation would improve payment rails and client accessibility. Coinbase continues to work with partners and stakeholders to build the necessary infrastructure to move funds efficiently into and out of crypto platforms.
JL: Coinbase joined the Canadian Web3 Council in February. How does this work support the industry?
LM: Industry associations such as the Canadian Web3 Council and the Canadian Blockchain Consortium connect leaders across the country to present coordinated views to government, respond to consultations and provide educational materials. These groups help the industry collaborate on policy priorities and improve government understanding of Web3 technologies.
JL: Nearly a year after launching in Canada, how is Coinbase doing?
LM: Our business is growing and Canadian interest in crypto remains strong. Coinbase has focused on building a secure, simple platform and on educating Canadians about responsible participation in digital markets. We are also working to expand payment rails, support merchants that want to accept digital assets and enable higher-net-worth individuals and institutions to access crypto through trusted channels.
JL: Final thoughts on the future of crypto?
LM: There is healthy skepticism among many Canadians, and lots of misconceptions persist. Education is essential: understanding what digital assets are, how they work and how to manage risk will help people separate hype from lasting utility. When applied responsibly, digital assets and decentralized systems have potential to increase inclusion, transparency and efficiency across the global economy.
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