Overview

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Chapman advises banks, fintechs, asset managers, and funds as finance moves on-chain: from stablecoins and tokenized deposits to vaults, DeFi, digital asset funds, and market structure.

With a century of experience as a finance-focused law firm, Chapman helps clients take digital asset products and infrastructure from concept to scale. We integrate legal, regulatory, operational, and market-structure considerations into product design, and we understand how institutions evaluate risk and how products work in the real world.

Our tech-native team includes former SEC staff, and we maintain ongoing dialogue with the SEC, CFTC, FINRA, NFA, and national securities exchanges on complex and time-sensitive issues. Our attorneys work across regulatory, investment management, banking, derivatives, structured finance, tax, and corporate matters, and across borders on multi-jurisdictional mandates.

What Sets Us Apart

Funds and Exchange-Traded Products

We have helped bring many of the industry’s first digital asset funds to market, and we know how to get the next ones there. Chapman is a market leader in digital asset ETPs and one of the most active filers of investment company registration statements with the SEC. Our digital asset fund work spans registered and private products across the full lifecycle.

Registered Funds and ETPs

  • Formation and structuring of ETFs and other 1940 Act-registered funds, including registration statements, SEC review, and comment resolution.
  • Advising 1933 Act exchange-traded products on new and novel structures for digital asset strategies.
  • Advising on 19b-4 exchange listing applications for publicly traded digital asset funds.
  • Exchange listing, authorized participant onboarding, creation/redemption mechanics, and ongoing board governance and reporting.
  • Negotiating cryptocurrency custody agreements and derivatives trading documentation.
Private Funds and Investors
  • Organizing hedge funds, venture funds, and single- and multi-digital-asset trusts, including DeFi-focused, stablecoin lending, staking, and hedged bitcoin and ether strategies.
  • Preparing private placement memoranda, limited partnership agreements, trust agreements, subscription documents, and investment management agreements.
  • Addressing Advisers Act custody (including self-custody), AML issues in liquidity pools, in-kind contributions, and “lot tracking.”
  • Negotiating side letters and arrangements with administrators, custodians, and other service providers.
  • Advising fund sponsors on fund structures utilizing DAOs.
  • Advising institutional investors on due diligence for investments in private funds investing in digital assets.

Stablecoins, Tokenization, and Payments

Stablecoins and tokenized deposits are becoming the cash leg of on-chain markets.

  • Product structuring and documentation, reserve frameworks, and bank integrations for stablecoin payment platforms, including stablecoin reserve services for global systemically important banks.
  • Counseling banks and BitLicense holders on NYDFS guidance regarding stablecoin issuance, reserve accounts, digital asset custody, and blockchain tracing.
  • Structuring tokenized deposit services and tokenized asset initiatives, including participation in inter-bank consortia, securities law, custody, privacy, and publicly traded partnership considerations.
  • Advising on yield-bearing stablecoins, real-world asset tokenization, and the use of stablecoins as the “cash leg” in lending, receivables, and investment markets.
  • On-chain lending and tokenized securitization products, including UCC Article 8 and Article 12 control analysis and alignment of on-chain records with transaction documents.
  • State digital asset and money transmitter licensing, state-by-state launch strategy, and banking-as-a-service partnerships.
  • OCC national trust and bank charter applications for fintechs and banks.
  • Drafting stablecoin reserve statutes and regulations for foreign governments and sovereign wealth funds.

Vaults, Smart Contracts, and DeFi

In on-chain finance, the smart contract is the product, and the curator is the manager. Vaults, lending markets, and other smart contract protocols are becoming core infrastructure for how capital is deployed, managed, and distributed on-chain. They power lending, liquid staking and restaking, real-world asset credit, and automated yield strategies, and for institutions they increasingly resemble familiar asset management products, with pooled capital, defined mandates, risk parameters, managers, and performance-based fees. We advise protocols, curators, asset managers, fintechs, and distribution partners on building, launching, distributing, and investing in these products.

  • Structuring and risk analysis for DeFi deployments, including vaults, lending pools, DEXs, and liquidity pools, and analysis of whether a smart contract or vault share may be a security.
  • Curator, governance, and control frameworks, including timelocks, multi-signature approvals, role-based permissions, mandate and fee terms, and audit and incident-response disclosures.
  • Tokenized vault shares, including ERC-4626 and ERC-7540 products.
  • RWA, private credit, stablecoin, and permissioned/KYC-gated institutional vaults.
  • Matching fund liquidity terms to the characteristics of underlying smart contracts, and redemption, liquidity, and risk disclosure.
  • AML considerations for permissionless protocols and operational risks such as private key loss, oracle reliance, and the difficulty of modifying deployed code.

Regulation, Compliance, and Enforcement

The rules for digital assets are being written now, and we help clients comply with them and help shape them.

  • Counseling on SEC, CFTC, and other regulations applicable to asset managers, token issuers, foundations, DAOs, and other crypto and blockchain participants.
  • Analysis of whether coins, tokens, and other digital assets may be securities or commodities, and the implications of applicable regulatory frameworks.
  • Proceedings and investigations involving the DOJ, SEC, CFTC, FTC, FINRA, NFA, national securities exchanges, and state and federal banking regulators.
  • Managing regulatory examinations and investigations by the OCC, FDIC, and CFPB of depository institutions’ crypto-related products.
  • Risk management and compliance guidance regarding custody, BSA/AML, MNPI, registration, and cybersecurity, including bespoke compliance manuals, policies, and procedures.
  • Customer onboarding and AML, including Travel Rule (IVMS101) messaging, wallet validation, credentialed whitelisting, and counterparty risk scoring.

Broker-Dealers, Trading Platforms, and Secondary Markets

Tokenized securities are still securities, and moving them requires regulated intermediaries.

  • Evolving SEC and FINRA guidance on facilitating transactions in tokenized securities, custody of crypto asset securities, private placements, and ATS operation.
  • FINRA registration and continuing membership applications, examinations, and interpretive guidance.
  • Secondary transactions in restricted tokenized securities and secondary market structuring amid evolving legal uncertainty.
  • Custody arrangements, including self-custody and custody of assets deployed on DeFi protocols.
  • Onboarding to on-chain and off-chain trading venues.

Derivatives and Prediction Markets

As crypto derivatives and event contracts move onshore, product design and regulatory strategy go hand in hand.

  • Centrally cleared and over-the-counter cryptocurrency derivatives.
  • Prediction markets and CFTC-regulated event contracts, including state gaming law considerations and platform structuring.
  • Enforceability of collateral arrangements involving tokenized securities and stablecoins, drawing on our participation in ISDA digital asset working groups.

Tax Planning and Structuring

Our tax team helped write the rules that digital asset trusts operate under. Chapman attorneys played a key role in developing the IRS rules governing grantor trusts and WHFIT reporting, and we have been on the front lines of virtually every novel grantor trust issue affecting the industry.

  • Treatment of cryptocurrencies and related derivatives under rules for repurchase and lending transactions, straddles, wash sales, constructive sales, and mandatory and elective mark-to-market recognition.
  • Tax consequences of cryptocurrency investments for different taxpayers, including airdrops, staking, lending, and other DeFi activities, and grantor trust and publicly traded partnership issues.
  • Whether a fund is engaged in a US trade or business and the application of safe harbor rules to various cryptocurrencies.
  • RIC, grantor trust, C-corporation, and partnership structuring, including offshore master-feeder, blocker, and parallel fund structures.

Corporate and Commercial

Building on-chain demands nimble corporate counsel: from formation and financing to strategic transactions.

  • Mergers, acquisitions, and sales involving crypto and blockchain companies.
  • Entity formation, financings, joint ventures, and commercial and infrastructure arrangements with digital asset issuers.

Notable Firsts

  • January 2018: First blockchain ETF
  • October 2021: Among the first bitcoin futures ETFs
  • January 2024: Counsel on three of the first spot bitcoin ETFs
  • July 2024: Counsel on two of the first spot ether ETFs
  • October 2025: First to file for event contract-based ETFs
  • February 2026: First US-compliant gold yield token

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On-Chain Finance, Digital Assets, and Blockchain Updates

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News and Events

November 10, 2026

On-Chain Spotlight

Read our synopsis of key regulatory, market, and litigation developments shaping the blockchain and digital assets industry:

Regulatory Developments

  • November 5: The CFTC issued an interpretation of its impartial-access requirements, stating that designated contract markets may not impose domestic geographic restrictions inconsistent with those requirements. Within 30 days, DCMs must remove such restrictions and ensure intermediaries do not impede market access – read the press release here.
  • November 5: The SEC has updated its regulatory agenda to notify the White House’s regulatory review office (OIRA) that it is considering amendments to broker-dealer rules on net capital, customer protection, and recordkeeping as they apply to crypto assets. The agency has not disclosed the proposed changes or a timeline – see the regulatory agenda entry here. This notification likely signals that the SEC will be implementing this and other rulemakings prior to a Congressional Review Act lookback period in the event of a party change in the White House in 2028.
  • November 4: The OCC released a supervisory framework to guide examiners in evaluating banks’ use of AI and agentic AI. The framework outlines risk-based considerations such as human oversight, governance, cybersecurity and operational resilience. This framework will inform banks’ use of artificial intelligence in digital-asset, stablecoin, and tokenized-deposit activities, such as payment processing and transaction monitoring – read the OCC press release here.
  • November 3: SEC Corporation Finance staff said it views Canton Coin as a “digital commodity” based on representations about its programmatic operation and lack of a central party, and would not recommend enforcement action if specified network participants mint the coin without securities registration, while emphasizing that the fact-specific response is not a legal ruling on whether the coin is a security – read the SEC’s no-action letter here.
  • November 3: CFTC Chair Michael Selig announced that perpetual futures tied to individual stocks may begin trading on CFTC-registered exchanges after the contracts were deemed approved as security futures products, making them subject to applicable CFTC and SEC regulatory frameworks – read Chairman Selig’s statement here.
  • November 2: The SEC Division of Corporation Finance updated its staff FAQs on applying federal securities laws to crypto assets, clarifying, among other things, how to assess oversight of participation in a crypto system, and the treatment of staking receipt tokens. The nonbinding guidance also addresses when promotional statements may create an investment contract and when a token may separate from one, further refining the framework for assessing crypto-asset securities status – read the FAQs here.

Market Developments

  • November 5: Leap, a new company under Solana Labs, launched a beta mobile app that lets users trade tokenized stocks, ETFs, metals, currencies, and crypto through onchain swaps, with trading available around the clock subject to geographic and other restrictions. The app is in iPhone early access, with Android planned – read the press release here.
  • November 5: Samsung Wallet launched Stablecoin Account, enabling eligible U.S. Galaxy users to buy, hold, send, and receive USDC on Solana without a separate crypto app or private keys. Bastion provides custody infrastructure, with Coinbase serving as sub-custodian – read the press release here.
  • November 4: BitGo launched BitGo Global Markets, an institutional business combining spot and OTC trading, financing, derivatives, and settlement services. The unit will offer institutional clients borrowing against crypto held in custody, as well as options, swaps, and customized structured products – read BitGo’s press release here.
  • November 4: Centrifuge launched a tokenized version of Schroder International Selection Fund Emerging Market Bond on Solana, marking Schroders’ first deployment on the network. The launch brings Schroders’ actively managed emerging-markets debt strategy to onchain capital markets, where tokenized assets may be integrated with digital applications and financial protocols – read Centrifuge’s announcement here.
  • November 3: Consensys introduced Sovereign Network Interoperability, a technology stack intended to coordinate securities settlement, cross-currency payments, collateral transfers and fund servicing across independently operated institutional ledgers while keeping assets on their native networks and using cryptographic verification rather than an asset bridge – read Consensys’ announcement here.
  • November 3: North Korea denied involvement in the Binance theft after the FBI attributed the October 29 attack to its TraderTraitor operation. Separately, CFTC Chairman Michael Selig called for stronger federal oversight of crypto exchanges, arguing that the incident exposed gaps in intermediary cybersecurity safeguards rather than a failure of blockchain technology; though the cause of the breach remains under investigation – read the FBI’s statement and the alleged laundering ETH addresses here and listen to Chairman Selig’s remarks here.
  • November 2: Mastercard recently announced a strategic partnership with OpenAI and Agent Pay, which uses tokenized cards to enable AI agents to make payments, alongside broader collaboration on payments, services and AI transformation. Mastercard also signed an MoU with TenPay Global to explore agentic payments and cross-border payment initiatives, including QR acceptance and remittances – learn more in this article.
  • October 30: OnePay began allowing select U.S. customers to deposit USDC from external wallets across 12 blockchain networks, with deposits converted into U.S. dollars and credited to OnePay Checking. The service uses Stripe’s Bridge platform to provide deposit addresses, conduct compliance checks, and convert the stablecoins to dollars – read OnePay’s announcement here.
  • October 30: Uber completed a pilot with HSBC, Franklin Templeton, Tradeweb and Fireblocks on the Canton Network that used tokenized bank deposits to buy and redeem tokenized money market fund shares, demonstrating synchronized settlement and access to invested cash for payments outside traditional market hours – read Canton’s announcement here.
  • October 29: Galaxy Digital LP has submitted an application to the OCC to establish Galaxy National Bank as a federally supervised national trust bank that, if approved, would offer fiduciary investment advisory services alongside Galaxy’s digital asset custody, trading and staking services – read Galaxy’s press release here.
  • October 28: DTCC launched its Tokenization Service, enabling eligible users to mint and convert tokenized representations of DTC-custodied securities while preserving the rights and protections of their traditional counterparts – read the press release here.

Litigation, Enforcement, and Examination Developments

  • November 10: Utah filed a civil enforcement suit on October 20 and, on October 28, after the CFTC sued to block Utah’s enforcement, Utah criminally charged Kalshi and co-founders Tarek Mansour and Luana Lopes Lara with gambling-related offenses. Reports of companies pulling out of Utah identify DraftKings, FanDuel Predicts and Fanatics, but no confirmed plan by Kalshi to leave. Kalshi’s initial appearance in the criminal case is scheduled for December 4 – read the criminal charges here and more on the reported departures here.
  • November 4: California’s DFPI ordered cryptocurrency ATM operator CoinFlip to pay approximately $5.1 million under a consent order, over alleged consumer-protection violations involving fraud controls, transaction limits, and required disclosures. CoinFlip said it cooperated with the investigation and is pursuing licensure under California’s Digital Financial Assets Law – read the press release here.
  • November 4: A New York federal court declined the Capital Markets Alliance Association’s request for a TRO blocking CFTC approval for single-stock perpetual derivatives. Although the court found the Association may still succeed on its claim that the CFTC lacked authority to approve the contracts as security futures, and that public interest favored relief, it denied the motion because the Association had not shown likely irreparable harm – read the decision here.
  • November 3: A Second Circuit panel declined Kalshi’s and Coinbase’s requests for injunctions pending appeal in their challenges to New York and Connecticut enforcement of sports-event-contract laws – read the transcript of oral arguments here.
  • November 2: New Jersey’s Bureau of Securities rescinded without prejudice its 2023 cease-and-desist order and $5 million fine against Coinbase over its staking services, allowing those services to continue while expressly declining to decide the merits or rule out future enforcement – read the notice here.
  • November 1: A federal judge entered a preliminary injunction barring Illinois from applying specified gambling laws to swaps, including sports event contracts, traded through CFTC-regulated markets and intermediaries, extending the relief to licensing fees, taxes and compulsory investigations while the litigation continues – read the injunction here.

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GENIUS Act Tracker

As of November 5, 2026

Jump to: GENIUS Act Rulemaking Timeline  |  GENIUS Act Reporting Requirements

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The Guiding and Establishing National Innovation for U.S. Stablecoins (GENIUS) Act (the "GENIUS Act") enacted in July 2025 instructs the prudential bank regulators and the U.S. Treasury to promulgate regulations, and coordinate as appropriate, implementing the GENIUS Act. Majority of the implementation final rules must be promulgated are within one year of the statute's effective date, and GENIUS Act officially takes effect on the earlier of January 18, 2027, or 120 days after final rules are issued. The timeline to promulgate each regulation is set out below along with updates on the status of the notice and comment processes that each of the FDIC, the Federal Reserve, OCC, NCUA, and the Department of the Treasury (FinCEN/OFAC) have initiated to comply with the rulemaking requirements set out in the GENIUS Act.


GENIUS Act Rulemaking Timeline

Required RulemakingResponsible RegulatorTimeline to Promulgate Required RegulationStatusGENIUS Act Section


GENIUS Act Reporting Requirements

In addition to the rulemaking activity summarized above, the GENIUS Act requires the primary federal payment stablecoin regulators, including the FDIC, NCUA, Federal Reserve and OCC for banks and the OCC for non-bank and state-supervised PPSIs, the Treasury Secretary and/or the Attorney General, to produce reports for the Committee on Banking, Housing, and Urban Affairs of the Senate; the Committee on Financial Services of the House of Representatives; or the Director of the Office of Financial Research, as summarized below.

Required ReportsResponsible RegulatorDue DateStatusGENIUS Act Section



1. The Federal Reserve Board, FinCEN, OCC, FDIC and the NCUA have proposed rules in parallel to modernize AML/CFT program requirements for entities subject to their supervision to implement provisions of the Anti-Money Laundering Act of 2020. While these proposed rules are outside of the scope of the GENIUS Act, they are relevant as as to overall BSA compliance. The Board of Governors of the Federal Reserve System, “Anti-Money Laundering and Countering the Financing of Terrorism Programs” (Proposed Rule), published July 9, 2026; Financial Crimes Enforcement Network (FinCEN), Department of the Treasury, “Anti-Money Laundering and Countering the Financing of Terrorism Programs” (Proposed Rule), published April 10, 2026; Office of the Comptroller of the Currency (OCC), Federal Deposit Insurance Corporation (FDIC), and National Credit Union Administration (NCUA), “Anti-Money Laundering and Countering the Financing of Terrorism Programs” (Proposed Rule), published April 10, 2026

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