Are Bespoke DAO Forms Needed in Organizational Law?

Abstract

Abstract This chapter critiques decentralized autonomous organization (DAO)-specific organizational statutes and entity types in view of several propositions about the theory and structure of organizational law. First, it introduces and defends the proposition that organizational forms should, in the absence of an overriding reason, be neutral to private parties’ choices about technology. That said, while technological neutrality is a useful principle in evaluating organizational statutes, its application requires subtlety because one software technology may emulate another. Second, the chapter observes that existing general organizational forms are already capable of accommodating DAOs and other new technological structures for organizations. Using existing forms promotes harmony and simplicity in organizational law, a field that is already too fragmented and in which too many distinct types of entities already exist. The chapter also discusses the relationship between registered and unregistered organizational forms and how bespoke organizational statutes interact with the Corporate Transparency Act in the US.