Law of Code

Josh Lawler is a partner at Zuber Lawler, where he leads the firm’s Emerging Technologies Group with a particular emphasis on blockchain technology. Josh previously practiced as a corporate securities and M&A attorney at Skadden, Arps.

Jener Sakiri is an associate at Zuber Lawler and focuses on transactional and regulatory matters. He often works with clients involved in blockchain technology. He was previously the Chief Legal Officer of Niftify, a white label NFT marketplace solution for small-medium businesses.

Show highlights:

[3:52] Securities and crypto

[9:05] "crypto contracts" and U.S. regulation

[23:00] Realistic options for raising $1 million-plus

[24:57] The market

[26:34] A new regulatory framework for the advent of decentralized exchanges

[33:05] Banning the tools such as Tornado Cash.

& much more.

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.

Nick Pullman (@NickPullmanEsq) is Corporate Counsel and founder of Day One Law Corporation, where he provides legal solutions for tech startups and investors. Nick was previously head of legal at an NFT startup and an associate at Cooley and DLA Piper.

In this conversation, we cover:

[2:53] Nick's introduction to Bitcoin

[7:33] What's market: SAFEs, SAFTs

[19:39] Other methods of raising capital Nick's seeing

[24:21] Token grants

[32:47] Entity structuring

& much more.

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.

Bill Hughes (@BillHughesDC) is Senior Counsel & Director of Global Regulatory Matters at Consensys Software, which is behind MetaMask, Infura, and various other software supporting the programmable blockchain ecosystem.

For more on Bill’s background, I recommend episode 74 of Law of Code. This conversation is focused on the lawsuit Consensys brought in Texas federal court.

Show highlights:

[2:53] SAB 121, FIT 21 bill

[9:51] Accepting crypto in Washington

[15:26] The Ethereum ETF

[26:38] Democrat support for crypto?

[36:47] Consensys' lawsuit against the SEC

[44:20] What MetaMask offers users

& much more.
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.

This conversation with two lawyers — Samir Patel and David Kuhn — and an entrepreneur who goes by OnlyLarping covers all aspects of Karate Combat, a novel form of sports league that is betting heavily on crypto.

Show highlights:

[2:51] What is Karate Combat?
[7:26] Implementing token governance
[13:11] Crypto and sports
[19:34] Why they believe it is not gambling
[32:49] Plans for Consensus 2024
& much more.
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 attorne

Recently, the Blockchain Association (BA) and the Crypto Freedom Alliance of Texas (CFAT) filed a lawsuit against the Securities and Exchange Commission seeking a court order to strike down the SEC’s Dealer Rule due to the SEC’s various Administrative Procedure Act (APA) violations including preventing industry participants from being able to operate under clearly communicated rules and a lack of a fair and transparent rulemaking process.

This conversation covers that lawsuit and much more.

Marisa Tashman Coppel (@⁠mtcoppel⁠) is Head of Legal at the Blockchain Association and Laura Sanders is Policy Counsel at the Blockchain Association. Both play a critical role in developing and advocating for policy positions on behalf of the crypto industry while managing long-term legal projects and strategic litigation.

[1:47] The trend of litigation in the crypto space.
[7:16] Remedies available for the crypto industry.
[13:46] Definition and interpretation of the statutory term "dealer."
[19:42] The impact of expanding the definition of "dealer."
[27:04] Why sue the SEC?
[33:46] The "ecosystem" argument, examined
& much more.
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.

Justin Wales (@bitcoin_wales) is the Head of Legal for the Americas at Crypto.com. Before going in-house, he was a partner at the international law firm K&L Gates, where he represented crypto companies in all aspects of their business. 

His new book, The Crypto Legal Handbook, is a must-read guide through the laws of crypto, web3 and an ever-decentralizing world. I had an opportunity to read it prior to this conversation — and loved to see the Law of Code podcast mentioned — so this podcast will cover why he wrote the Handbook and what’s inside this essential primer for anyone working in the industry, as well as his unique background. 

You can order The Crypto Legal Handbook here.

[1:45] Why Justin wrote the book

[3:30] Regulatory principles

[6:30] Two assets that can't be commodities

[8:00] Commodities vs securities

[11:00] History behind a "security"

[17:00] What Justin learned from writing this book

& much more.

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.

Today’s podcast covers the case of Roman Sterlingov, a 33-year-old Swedish-Russian national, was arrested by Internal Revenue Service criminal investigators at the Los Angeles airport and was accused of creating and operating Bitcoin Fog, a bitcoin “mixing” service that the US Justice Department claims Sterlingov used to enable $336 million in money laundering.

I’m joined by J.W. Verret, an Associate Professor at George Mason and an expert witness who testified in the case, and Roman’s defense counsel: Tor Ekeland, a trial and appellate lawyer known for representing hackers and white collar defendants, as well as Michael Hassard, an Associate with Tor Ekeland Law.

[2:05] The history of Bitcoin Fog

[4:19] Why Roman Sterlingov was investigated

[10:24] The charges against Roman

[12:00] Universal jurisdiction

[19:40] Blockchain tracing as expert evidence.

[32:07] The policy framing of money laundering and crypto

[38:18] Financial privacy

[48:00] Roman's life since the charges

& much more.

You can contribute to the defense fund at the website for Tor Ekland Law.

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.

The DeFi Education Fund and co-plaintiff Beba, an apparel company based in Texas, recently filed a pre-enforcement suit challenging the SEC’s regulation by enforcement approach to crypto and their policy that free airdrops are securities transactions.

Amanda Tuminelli serves as the DeFi Education Fund's chief legal officer where she leads the organization's impact litigation and policy efforts.

Jake Chervinsky recently joined Variant as Chief Legal Officer, where he leads the firm's legal team, and works closely with portfolio founders to overcome the regulatory hurdles holding them back. He’s a board member for the DeFi Education Fund.

Show highlights:

[1:04] Facts and background.

[3:36] Why bring a pre-enforcement action?

[8:02] Free airdrops under existing securities laws.

[13:12] Challenging the SEC's rules.

[22:11] If DEF and Beba win the case, what's next?

& much more.

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.

After the DEF submitted an amicus brief in the Roman Storm matter, which involves Tornado Cash, I spoke with the two authors:

Amanda Tuminelli serves as the DeFi Education Fund's chief legal officer where she leads the organization's impact litigation and policy efforts.

Jake Chervinsky recently joined Variant as Chief Legal Officer, where he leads the firm's legal team, and works closely with portfolio founders to overcome the regulatory hurdles holding them back. He’s a board member for the DeFi Education Fund.

Show highlights:

[1:32] Roman Storm and Tornado Cash

[10:53] The role of the DEF in matters like this

[13:31] Three theories of criminal liability for software developers

[18:50] Why the government brought this case

[22:18] Terminology: Property interests, possession, control

[23:07] The future of this case

& much more.

Mentioned: Cravath paper on control.

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.

Co-founded by longtime cryptolawyers Gabriel Shapiro and Alex Golubitsky, the mission of MetaLeX (which means beyond law) is to combine legal structures and autonomous tech to create best-in-class solutions serving DAOs, devs, and internet denizens with a suite of interoperable autonomous law solutions, which they refer to as MetaLeX OS.

The goal is a bold one: Separate law from nation-states in a manner similar to how Bitcoin separates money and Ethereum finance from nation-states.

[1:14] What is MetaLeX?
[6:16] BORGs, explained.
[8:12] BORG vs. DAOs.
[15:55] Cybernetic law.
[25:36] Expecting the law to act in appropriate, equitable manner.
[31:36] Autonomous code and the future.
[35:36] What is "deal technology" an how is it used
[42:15] Learnings from bridging the gap between the code and the law.
& much more.

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.