Overview

Chapman is at the vanguard of the emerging cryptocurrency, digital asset, and blockchain industry. Our attorneys have an unparalleled command of the unique and complex issues surrounding investments and other transactions in this emerging asset class.

Chapman's century of experience as a law firm focused on finance uniquely positions our firm to provide clients with comprehensive advice and deep insight into the developing ecosystem of cryptocurrency, digital assets, and blockchain technology. We understand the evolving needs of the participants in this space and combine creative legal acumen with business and market insight. As this space has matured, so have the diversity, breadth, and depth of our representation.

Chapman attorneys advise clients across legal products, including regulatory, corporate, investment management, tax, and litigation matters, and across borders on multi-jurisdictional mandates. We also maintain close relationships with leading trade organizations, such as the Chamber of Digital Commerce, that represent the industry before regulatory bodies and local and federal governmental bodies, including the US Congress and Securities and Exchange Commission.

Fund Formation and Investing

  • Formation and structuring of ETFs and other 1940 Act-registered investment fund structures, including preparing registration statements and facilitating SEC review process

  • Organization of private investment funds, including hedge funds and venture funds

  • Preparation of private fund documents such as private placement memorandums, limited partnership agreements, trust agreements, escrow agreements, subscription booklets, and investment management agreements

  • Advising on 19b-4 exchange listing applications for publicly traded digital asset investment funds

  • Negotiating side letters with private fund investors and arrangements with administrators and other service providers

  • Negotiating cryptocurrency custody agreements and derivatives trading documentation
  • Advising institutional investors on due diligence considerations associated with investments in private funds investing in digital assets
  • Guidance through evolving regulatory and enforcement landscape, including proceedings and investigations involving federal and state regulatory and law enforcement authorities (Department of Justice, Securities and Exchange Commission (SEC), Commodity Futures Trading Commission (CFTC), and various self regulatory organizations, including FINRA, NFA, and national securities exchanges)
  • Risk management and compliance guidance regarding custody, AML, MNPI, registration, and other digital asset enforcement priorities, including developing bespoke compliance manuals, policies, and procedures

SEC, CFTC, and Other Regulations

  • Counseling on SEC, CFTC, and other regulations applicable to asset managers, issuers of virtual currencies and tokens, foundations, DAOs, and other entities operating in the crypto and blockchain space
  • Analysis of whether coins, tokens and other digital assets may be classified as securities or commodities, and the implications of any applicable regulatory frameworks
  • Advising on issues related to both centrally cleared and over-the-counter cryptocurrency derivatives
  • Considerations related to the formation of DAOs, initial coin offerings and other token disbursement programs

Tax Planning and Structuring

  • Evaluating the treatment of cryptocurrencies and derivatives on cryptocurrencies under rules applicable to repurchase and lending transactions, straddles, wash sales, constructive sales, mandatory and elective mark- to-market recognition of gains and losses
  • Evaluating tax consequences of cryptocurrency investments to different taxpayers in light of IRS guidance that cryptocurrencies are "property" and applicable tax treatment of air drops, staking, lending, other DeFi activities, including grantor trust and publicly traded partnership issues
  • Determining whether a fund is engaged in a US-trade or business and evaluating the application of safe harbor rules to various cryptocurrencies

Corporate and M&A Practice

  • Advising clients on public market mergers and acquisitions with and of crypto and blockchain companies
  • Guidance on infrastructure partnership and commercial arrangements with organizations that mint and issue digital assets
  • Assistance with entity formation, financings, and joint ventures for companies creating and developing digital assets
  • Advising on the integration of digital assets into advertising, marketing, and other consumer-facing activities and related legal considerations


Transaction Highlights

  • Representing the first to market spot litecoin and hedera ETFs
  • Representing the first to market solana staking ETF
  • Representing three of the first to market spot bitcoin ETFs
  • Representing the first to market blockchain ETF
  • Representing the second to market bitcoin futures ETF
  • Advise 1933 Act exchange-traded products on new and novel structures to advance digital asset strategies
  • Represented the sponsors of privately offered single- and multi-digital asset trusts that offer exposure to various cryptocurrencies, including Bitcoin (BTC), Ethereum (ETH), Polkadot (DOT), Avalanche (AVA), TRON (TRX), Algorand (ALGO), and HBAR, among others, as well as those pursuing a "staking" strategy
  • Advise privately offered trusts holding cryptocurrencies and other digital assets seeking to "uplist" their shares to OTCQX
  • Advise registered investment advisers offering private funds that engage in stablecoin lending to large cryptocurrency exchanges
  • Co-counsel to an institutional cryptocurrency wallet and custody platform in the sale of its institutional bitcoin custody business
  • Represented a financial services firm that serves as a third-party key agent for digital asset/crypto-collateralized loans, including bitcoin- and ether-backed loans, originated by a decentralized platform operated by a financial technology company
  • Represented a cryptocurrency firm in establishing a lending program based upon and backed by cryptocurrency accounts
  • Represented digital asset custodians on regulatory and contract matters
  • Represented a member of a stablecoin consortium project on regulatory and contractual matters
  • Represented sponsors and advisers of registered and private investment vehicles on formation, securities law, and commodities issues, as well as ongoing compliance and best practices
  • Represented digital asset lending platforms on regulatory matters
  • Represented participants on a blockchain-based loan purchase platform
  • Advised a servicing agent on regulatory and contract issues relating to participating in a digital asset lending platform
  • Advised a data platform on regulatory and operational issues

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Cryptocurrency, Digital Assets, and Blockchain Updates

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News and Events

October 27, 2026

On-Chain Spotlight

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

Regulatory Developments

  • October 21: The OCC has issued its final rule implementing the GENIUS Act, establishing standards for permitted US and foreign payment stablecoin issuers, including reserve backing, redemption, risk management, and custody; the rule takes effect January 18, 2027. In tandem, the OCC released waiver and application submission guidance that aims to reduce friction during the application process – read the rule here and the guidance here.

Market Developments

  • October 22: Kalshi said eligible Kalshi Prime clients will be able to borrow against Bitcoin, Ethereum, and select stablecoins held with BitGo and use the loan proceeds to fund margin positions in perpetual futures on its platform. Kalshi expects to add other crypto custodians to the arrangement in the coming months – read more in this article.
  • October 22: SoFi is introducing SoFi Earn (SOFIE), a tokenized deposit for SoFi Crypto members, with each token representing $1 deposited at SoFi Bank and FDIC-insured. Members can convert SOFIE 1:1 into SoFiUSD for crypto purchases or transfers to supported external wallets – read the press release here.
  • October 20: Webull announced plans to offer eligible US customers perpetual futures through their existing Webull Futures accounts beginning in November, initially covering bitcoin and other crypto assets, with contracts listed on KalshiEX and cleared through Kalshi Klear – read the press release here.
  • October 20: Nevada-chartered AnchorWatch Trust Company launched a bitcoin custody service for institutional and high-net-worth clients with fixed monthly fees capped at $10,000 and optional Lloyd’s-backed insurance of up to $370 million per client – read the press release here.
  • October 19: Mesh and Visa announced a partnership that would allow users to pay merchants through participating crypto wallet apps using crypto or stablecoin balances, without a separate card. Mesh plans to handle conversion and transaction funding through a Visa credential, while merchants continue to receive standard payments – read the press release here.
  • October 19: Mastercard introduced Stablecoin Security, a service designed to give financial institutions a risk score for stablecoin payments before funds move on-chain by screening payment and blockchain data for fraud, scams, and sanctions risks. The solution will initially launch in North America and become commercially available worldwide in 2027 – read the press release here.
  • October 19: Ramp announced that it applied to the OCC to establish Ramp National Trust Bank, which, if approved, would provide fiduciary investment management and digital asset custody under federal supervision but would not accept deposits or make commercial loans – read more in this article.
  • October 19: J.P. Morgan made its US-dollar deposit token, JPM Coin (JPMD), available to institutional clients on Ethereum in addition to Base, allowing eligible clients to transfer tokenized bank deposits across the two networks for on-chain payments and transactions involving digital assets – read J.P. Morgan’s announcement here.
  • October 16: Circle CEO Jeremy Allaire said that the USDC issuer plans to enter roughly 40 additional emerging and developing markets as demand for digital-dollar payments grows, particularly in Southeast Asia, Latin America, and the Middle East – read Allaire’s comments here.
  • October 16: Marqeta and Coinbase announced a collaboration enabling Marqeta’s enterprise customers to offer cards backed by users’ stablecoin balances, allowing cardholders to spend from stablecoin balances at merchants that accept cards. Coinbase is providing custody, fiat conversion, and Base-based settlement infrastructure, while Marqeta supplies card-issuing and processing capabilities – read Marqeta’s announcement here.
  • October 15: Visa moved its stablecoin-enabled Visa Direct prefunding capability to commercial deployment through its first enabler, Inyo Global, allowing eligible businesses using Inyo’s platform to fund cross-border payouts with USDC in near real time – read Visa’s announcement here.

Litigation, Enforcement, and Examination Developments

  • October 22: The Central Bank of Ireland fined Coinbase Ireland €3.25 million for deficiencies in safeguarding customer funds and overseeing outsourced services, including inadequate controls and coding errors that left its safeguarding account underfunded. Coinbase said no customers suffered financial loss or lost access to funds – read the Central Bank’s press release here.
  • October 22: A former Circle employee and current shareholder filed a derivative suit alleging World Liberty Financial benefited from United Arab Emirates-linked investments in the firm and its USD1 stablecoin, in violation of the Constitution’s Foreign Emoluments Clause and to Circle’s competitive detriment – read the suit here.
  • October 21: A federal court in the Southern District of New York sentenced a Colombia-based cryptocurrency broker to 160 months’ imprisonment for his role in laundering approximately $14.5 million in drug-trafficking proceeds through Tether and facilitating a cocaine-importation scheme. He was also ordered to forfeit $14,751,846 and cryptocurrency held in four accounts he controlled – read the press release here.
  • October 21: A Pennsylvania federal judge dismissed a proposed securities class action alleging Coinbase misled investors about its regulatory compliance. The court concluded that Coinbase’s disclosures adequately addressed regulatory risks and that several compliance statements were nonactionable puffery or protected forward-looking statements – read the dismissal here.
  • October 20: Lawsuits continue on the dispute over whether sports-event contracts are governed by federal derivatives law or state gambling restrictions. Utah sued Kalshi and others in state court to halt contracts it alleges violate its gambling ban, following a federal ruling rejecting Kalshi’s claimed protection from state law. In separate federal suits, Polymarket is challenging Ohio’s enforcement on CFTC-jurisdiction and interstate-commerce grounds, while Novig seeks to block Missouri from requiring a state sports-wagering license for its contracts – read the Utah Attorney General’s statement here, the Ohio suit here, and the Missouri suit here.
  • October 19: A federal court entered final judgment against EminiFX and its owner, Eddy Alexandre, in a CFTC fraud case involving more than $262 million raised from investors, permanently barring them from commodities trading. Further, the court imposed a civil penalty of more than $45 million, in addition to restitution and disgorgement previously ordered – read the press release here.
  • October 16: Apple moved to dismiss a California federal lawsuit brought by consumers who say they lost more than $1.83 million to a fraudulent bitcoin wallet app downloaded from its App Store, arguing that third-party scammers caused the losses and that its general statements about app review did not guarantee protection against fraud – read the motion here.

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GENIUS Act Tracker

As of July 16, 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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