The goal of this podcast is to help DAOs and their members understand the potential legal risks that accompany their membership.
This is the inaugural episode of the DAO Research Monthly series, created by Jacob Robinson, Kyle Smith and Kyler Wandler.
This episode reviews the legal liability of members associated with DAOs. What do we mean when we say liability? What could a token holder or vote be liable for? We answer these questions and much more.
Thank you to our sponsors, the DAO Research Collective, Lobby 3 and Tally DAO, for supporting this educational initiative - and thank you to the research team: Kyler Wandler, Evan Santos, Surya Dawar.
This episode references the following works:
Law Insider, Member Liability definition
Frank H. Easterbrook, Daniel Fischel, Contract and Fiduciary Duty
Nick Oberheiden, 5 Things to Consider When Creating a DAO
Owen Thomas, The CFTC throws DAO liability into question
United States Senate Committee on Banking, Housing, and Urban Affairs, Pat Toomey, SEC’s Regulation by Enforcement Approach Harmed Consumers
The Company - A Short History of a Revolutionary Idea, John Micklethwait and Adrian Wooldridge
Stephen D. Palley, How to Sue a Decentralized Autonomous Organization, CoinDesk (Op-Ed), March 20, 2016.
Carla Reyes, If Rockefeller Were a Coder, 87 Geo. Wash. L. Rev. 373 (2019)
Aaron Wright, The Rise of Decentralized Autonomous Organizations: Opportunities and Challenges, Stanford Journal of Blockchain Law & Policy (2021).
Brummer, Christopher J. and Seira, Rodrigo, Legal Wrappers and DAOs (May 30, 2022). Available at SSRN: https://ssrn.com/abstract=4123737
Østbye, Peder, Exploring DAO Members' Individual Liability (February 28, 2022). Available at SSRN: https://ssrn.com/abstract=4045799.
Metjahic, Laila, Deconstructing The Dao: The Need For Legal Recognition And The Application Of Securities Laws To Decentralized Organizations, Cardozo Law Review, May 2018.
CFTC v Ooki DAO, N.D. Cal. 3:22-cv-5416 (2022)
& many others.
Disclaimer: Jacob Robinson and his guests are not your lawyer. Nothing herein or mentioned on the Law of Code podcast should be construed as legal advice. The material published is intended for informational, educational, and entertainment purposes only. Please seek the advice of counsel, and do not apply any of the generalized material to your individual facts or circumstances without speaking to an attorney.
