In this episode, Jacob Robinson and Jonathan Schmalfeld break down the biggest U.S. crypto law and policy developments of the month, from the SEC’s moves toward bringing public markets on-chain to major CFTC moves on derivatives, prediction markets, and collateral. The conversation also covers crypto tax proposals, DeFi governance disputes, banking access, privacy, quantum risk, and why regulators increasingly view crypto not as an exception, but as core financial infrastructure.

Jonathan Schmalfeld is the Policy Director at The Digital Chamber and the author of the Off the Blockchain+ newsletter, where he analyzes crypto regulation, market structure, and emerging policy trends.

Timestamps:

➡️ 1:03 — SEC market structure reforms and DTC no-action relief

➡️ 7:54 — CFTC allows crypto and tokenized treasuries as collateral

➡️ 8:45 — Prediction markets and state gambling laws

➡️ 13:23 — Crypto tax proposals: wash sales, staking, and airdrops

➡️ 16:03 — Aave, DAO governance, and token vs. equity conflicts

➡️ 21:48 — GENIUS Act implementation and stablecoin interest debates

➡️ 27:33 — The end of Operation Choke Point 2.0 and legislative fixes

➡️ 31:02 — DeFi liquidations, market manipulation, and public debate

➡️ 34:20 — Quantum computing risk and Bitcoin’s long-term resilience

➡️ 38:46 — Michael Selig confirmed as CFTC Chair

Sponsor: This episode is brought to you by the Decentralization Research Center (DRC), a nonprofit think tank advocating for decentralization in emerging technologies. Learn more at thedrcenter.org.

Resources: 

📄 SEC’s No Action Letter to the DTC

✉️ CFTC Digital Assets Pilot Program Announcement

📓 Draft of the PARITY Act

📄 FDIC Notice of Proposed Rulemaking for Stablecoins

✉️ ⁠Jonathan’s Off the Blockchain+ Newsletter⁠

In this episode, Jacob Robinson speaks with Odun Olowookere about Canada’s proposed Stablecoin Act, the constitutional and regulatory challenges it raises, and why critics argue it may reduce clarity rather than enhance it. 

Odun Olowookere is a legal scholar at York University and the co-author of a submission to Canada’s House of Commons critiquing the draft Stablecoin Act, alongside Darrell Duffie of Stanford University and Andreas Veneris of the University of Toronto.

Timestamps:

➡️ 0:05 — Why Canada’s draft Stablecoin Act has drawn concern

➡️ 2:13 — The Act’s stated goal: monetary sovereignty and dollarization risk

➡️ 3:16 — Why stablecoins are not explicitly defined as payment instruments

➡️ 5:20 — How Canada’s constitutional structure complicates stablecoin regulation

➡️ 8:41 — Canada’s blanket prohibition on interest and how it differs from GENIUS

➡️ 9:46 — Expanded “payment function” language and why it alarms critics

➡️ 10:33 — How wallets, validators, and even users could be swept into regulation

➡️ 16:14 — Data security obligations and the Bank of Canada’s technical capacity

➡️ 18:33 — Prudential regulation concerns and undefined reserve requirements

➡️ 21:48 — Is Canada regulating stablecoins too early?

Sponsor: This episode is brought to you by the Decentralization Research Center (DRC), a nonprofit think tank advocating for decentralization in emerging technologies. Learn more at thedrcenter.org.

Resources: 

📓 The Canadian Stablecoin Act Draft Text

📄 Odun, Andreas Veneris, and Darrell Duffie’s Written submission to the House of Commons in reply to The Stablecoin Act

DeFi has always promised trust without intermediaries, but as the ecosystem matures, that promise is being stress-tested by hacks, institutional risk limits, and regulatory pressure.

To unpack whether DeFi can scale without sacrificing neutrality or permissionlessness, Katherine Kirkpatrick Bos, General Counsel of StarkWare, and Jessi Brooks, General Counsel & Chief Compliance Officer at Ribbit Capital, joined the podcast to discuss their paper “Trust Without Intermediaries: A Programmable Risk Management Framework for the Future.”

The paper sparked controversy across the DeFi community, with critics arguing it could open the door to protocol-level compliance or re-intermediation. In this episode, Katherine and Jessi explain that the paper proposes something different.

Timestamps:

➡️ 01:31 — Why write this paper?

➡️ 07:55 — Institutional DeFi and why one-size-fits-all doesn’t work

➡️ 09:43 — Compliance as a commercial choice, not a mandate

➡️ 11:38 — Risk scoring in DeFi

➡️ 15:37 — Technical de-risking

➡️ 18:23 — Optional evolution

➡️ 20:59 — Not protocol-level compliance

➡️ 25:49 — Opt-in DeFi

➡️ 30:44 — Lessons from the backlash and public debate

& much more.

Sponsor: : ⁠⁠ This episode is brought to you by ⁠⁠⁠Day One Law⁠, a boutique law firm helping crypto startups navigate complex legal challenges. Subscribe to ⁠⁠⁠Day One’s free monthly newsletter⁠⁠⁠ for legal and regulatory updates.

Resources:

📄 Trust Without Intermediaries: A Programmable Risk Management Framework for the Future

In this episode, Jonathan Schmalfeld and Jacob Robinson walk through the biggest crypto law and policy developments of the month of November.

Jonathan is the Policy Director at The Digital Chamber, where he leads federal and state advocacy on digital asset regulation.

Timestamps:

➡️ 1:19 — Senate Agriculture Committee releases market structure draft

➡️ 3:22 — Why DeFi and AML sections remain blank

➡️ 3:52 — Chair Atkins’ speech and push for taxonomy

➡️ 6:32 — Treasury & IRS guidance on staking ETFs

➡️ 10:39 — Uniswap’s fee switch vote and winding down

➡️ 13:53 — Coinbase reincorporates from Delaware to Texas

➡️ 16:19 — MEV exploit trial ends in mistrial

➡️ 23:36 — Samurai Wallet sentencing and liability risks

➡️ 26:55 — DOJ’s Tornado Cash filing and self-custody issues

➡️ 30:29 — Digital Chamber launches State Network

➡️ 33:37 — OCC guidance allowing banks pay gas fees

➡️ 36:50 — What to watch next in GENIUS implementation

Sponsor: Day One Law, a boutique corporate law firm founded by Nick Pullman. Nick and his team at Day One provide strategic legal counsel to startups, crypto projects, and Web3 innovators. ⁠You can get in contact with them via this link⁠: ⁠⁠https://www.dayonelaw.xyz/#contact

Greg Xethalis, General Counsel at Multicoin Capital joins the podcast to discuss the history of ETFs, what we can learn from the first Bitcoin ETF, and the interplay between the CLARITY Act and RFIA.

This episode also covers the challenges of disclosure in decentralized systems, and why principles-based regulation is essential for the next phase of crypto innovation.

Timestamps

➡️ 1:27 — The origin story of ETFs

➡️ 3:00 — SEC dynamics behind the first ETF

➡️ 7:45 — The first Bitcoin ETF

➡️ 15:34 — Market structure: CLARITY Act + RFIA as complementary frameworks

➡️ 20:52 — Disclosure: a challenge in crypto regulation

➡️ 33:34 — Who should be responsible for token disclosures long-term?

Sponsor: This episode is brought to you by the Decentralization Research Center (DRC), a nonprofit think tank advocating for decentralization in emerging technologies. Learn more at thedrcenter.org.

Resources:

📘 Project Crypto Speech — Chair Paul Atkins

📄 FinCEN 2013 Virtual Currency Guidance

📓 CLARITY Act – functional maturity framework

📕 Responsible Financial Innovation Act (RFIA) – ancillary asset test

🏛️ Greg's Senate Banking Committee testimony

After the GENIUS Act was enacted, the U.S. Treasury issued an Advance Notice of Proposed Rulemaking to gather public and industry input before drafting implementing regulations.

Some of the most influential submissions came from major banking and traditional finance associations, outlining how they believe U.S. stablecoin regulation should look.

J.W. Verret, Associate Professor of Law at the Antonin Scalia Law School at George Mason University, submitted a detailed rebuttal pushing back on the banks’ expansive interpretation of statutory authority and their call to ban “indirect yield.”

Timestamps:

➡️ 1:02 — Why this rulemaking matters

➡️ 2:55 — Why JW felt compelled to respond

➡️ 4:48 — How agencies use comments

➡️ 5:17 — What counts as ‘interest’ or ‘yield’?

➡️ 7:00 — The push to regulate affiliates and third-party providers

➡️ 10:34 — Why a prohibition on ‘indirect yield’ matters

➡️ 14:55 — Zcash, privacy tech, and Roman Storm

➡️ 18:00 — What happens next in GENIUS rulemaking

➡️ 19:11 — Do stablecoins drain bank deposits?

Sponsor: Day One Law, a boutique corporate law firm founded by Nick Pullman. Nick and his team at Day One provide strategic legal counsel to startups, crypto projects, and Web3 innovators. ⁠You can get in contact with them via this link⁠: ⁠⁠https://www.dayonelaw.xyz/#contact

Resources:

📓 GENIUS Act

📄 Joint Trades Letter (ABA + ICBA + BPI coalition)

✉️ J.W. Verret’s Rebuttal Letter

Staking is now officially on the table for U.S. crypto ETFs.

In this episode, I’m joined by Jason Schwartz (@CryptoTaxGuyETH), a tax partner at CahillNXT, Cahill’s digital assets and emerging technology practice. Jason specializes in tax issues relating to digital assets, financial products, securitizations, lending, treaties, and fund structures.

We break down Treasury and the IRS’s new safe harbor that allows crypto ETPs to stake without being treated as domestic corporations, and the questions that follow.

Timestamps

➡️ 00:00 — Intro

➡️ 00:41 — Sponsor: Day One Law

➡️ 01:04 — What does the new Treasury/IRS safe harbor actually allow?

➡️ 03:30 — Why staking created a legal grey area for ETFs

➡️ 06:18 — Why “grantor trust” classification matters so much

➡️ 09:55 — The key safe harbor requirements

➡️ 14:40 — Who this matters for: investors, issuers, and markets

➡️ 19:22 — Could LST-based ETFs outperform Safe Harbor ETFs?

➡️ 23:10 — Four big open questions: uncertainties the IRS didn’t settle

➡️ 28:12 — What comes next for staking ETFs, Treasury, and IRS guidance

& much more.

Sponsor: Day One Law, a boutique corporate law firm founded by Nick Pullman. Nick and his team at Day One provide strategic legal counsel to startups, crypto projects, and Web3 innovators. ⁠You can get in contact with them via this link⁠: ⁠https://www.dayonelaw.xyz/#contact

Resources:

📄 Cahill Client Alert: IRS and Treasury Issue Safe Harbor for Staking by Crypto ETPs

🎧 Previous episode with Jason Schwartz (#151)

🌐 CahillNXT

💼 Jason on X: @CryptoTaxGuyETH

In this episode, Jason Gottlieb, Chair of Morrison Cohen’s Digital Assets Department and White Collar & Regulatory Enforcement Practice Group, breaks down the litigation trends shaping crypto today.

Timestamps:

➡️ 0:44 — Why litigation is shifting from regulators to private disputes

➡️ 3:37 — Statute of limitations: the five-year vs. ten-year reality

➡️ 8:14 — Inside the revamped Morrison Cohen Crypto Litigation Tracker

➡️ 12:41 — How judges are learning (and misunderstanding) crypto

➡️ 18:03 — The importance of amicus briefs in crypto cases

➡️ 20:52 — Stablecoin-freezing disputes and why issuers keep getting dragged in

➡️ 26:41 — Jurisdiction battles: extraterritoriality, comity & serving by NFT

Sponsor: Day One Law, a boutique corporate law firm founded by Nick Pullman. Nick and his team at Day One provide strategic legal counsel to startups, crypto projects, and Web3 innovators. ⁠You can get in contact with them via this link⁠: https://www.dayonelaw.xyz/#contact

Resources: Morrison Cohen Crypto Litigation Tracker: cryptotracker.morrisoncohen.com

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.

In this episode, Jacob is joined by DoubleZero’s General Counsel, Mari Tomunen, and Cooley’s Connor Tweardy to unpack the U.S. SEC’s Division of Corporation Finance’s landmark no-action letter to DoubleZero, a decentralized physical infrastructure (DePIN) project that became the first crypto initiative in over five years to secure such relief.

Timestamps:

➡️ 01:20 – Why DoubleZero engaged with the SEC

➡️ 03:00 – Communicating DePIN to regulators

➡️ 04:40 – Making decentralization “lawyer-friendly”

➡️ 07:00 – Why the token's status was crucial

➡️ 08:20 – Compliance by design

➡️ 10:00 – The DoubleZero Foundation’s role

➡️ 11:45 – How the SEC evaluated “managerial efforts”

➡️ 13:20 – How an international footprint shaped dialogue with regulators

➡️ 15:30 – Lessons for other projects

➡️ 18:00 – The SEC’s “efforts balancing” test

➡️ 22:00 – Why discretionary control and passive income models raise red flags

➡️ 26:00 – Designing compliance into your protocol

➡️ 30:00 – Advice for teams pursuing regulatory clarity

Sponsor: Day One Law. ⁠⁠ This episode is brought to you by ⁠⁠⁠Day One Law⁠, a boutique law firm helping crypto startups navigate complex legal challenges. Subscribe to ⁠⁠⁠Day One’s free monthly newsletter⁠⁠⁠ for legal and regulatory updates.

Resources:

No-Action Letter: https://www.sec.gov/files/corpfin/no-action/doublezero-final-conformed-092625.pdf

Cooley LLP's blog post: https://www.cooley.com/news/coverage/2025/2025-09-29-doublezero-secures-no-action-relief-from-sec

Disclaimer:

The information in this podcast is provided for educational and informational purposes only and should not be construed as legal advice. Listening to this episode or contacting the guests does not create an attorney-client relationship. For advice regarding your specific situation, please consult your own legal counsel.

Joris Delanoue, Co-CEO of Fairmint, joins the podcast to discuss how his SEC-registered transfer agent has already issued and managed over $1B of equity on-chain. We explore the legal distinctions between mirrored tokens and natively on-chain securities and how compliance can be built directly into smart contracts.

Timestamps:

➡️ 00:00 — Intro

➡️ 00:46 — Sponsor: Day One Law

➡️ 01:09 — Why bring equity on-chain?

➡️ 04:28 — Turning cap tables into smart contracts

➡️ 09:39 — Registering as an SEC transfer agent

➡️ 12:28 — How blockchain changes the “source of truth”

➡️ 16:09 — Fixing accredited investor rules

➡️ 22:26 — Compliance by automation vs. intermediation

➡️ 26:38 — Lessons from the Paperwork Crisis

➡️ 28:40 — Addressing human error

➡️ 30:20 — Protecting ownership in a tokenized world

➡️ 32:02 — What’s next for Fairmint

& more.

Sponsor: This episode is brought to you by ⁠Day One Law⁠ — a boutique law firm helping crypto startups navigate complex legal challenges.

Resources:

📜 Open Cap Table Coalition

Follow Joris on X: @Joris_DLN

🗒️ On-chain accreditation