The Steptoe & Johnson Blockchain & Digital Assets Team assists clients in a wide range of matters in the blockchain and digital asset space, including entity formation, corporate governance, contract negotiations, employee and executive compensation, venture funding, private placements, securities, regulatory advice and tax analysis.

Team attorneys apply their knowledge of blockchain, tokenization, securities laws, financing trends and tax to assist clients in completing these matters in a cost-effective and timely manner.


Securities Regulation

  • Securities and Exchange Commission (SEC) reporting and compliance
  • Security token analysis

Private Placement & Other Exempt Offerings

  • Represent issuers in private placements
  • Advise prospective issuers of appropriate sources of capital and proper utilization of private placement or other exemptions from federal and state registration requirements

SEC Reporting, Blue Sky, Other Compliance

  • Counsel clients on their ongoing reporting and compliance obligations under the securities laws, including preparing and filing reports with the SEC
  • Advise growing companies on available options for raising capital from public and private markets and on all elements of compliance

Advising Boards of Directors & Company Management

  • Counsel clients in connection with transactions involving registered and exempt offerings of securities
  • Counsel boards of directors on the proper discharge of their fiduciary responsibilities
  • Advised a blockchain microservice company focusing on the Latin American financial services market
  • Provided a gaming platform built on Ethereum with securities regulatory advice
  • Advised cybersecurity blockchain company with venture funding
  • Finance and derivatives counsel to energy company looking to integrate blockchain technology and smart contracts into its commodity risk management system
  • Advised digital asset company on securities and broker-dealer regulations associated with executive compensation in the form of digital assets
  • Worked with a renewable energy blockchain platform and assisted in development of proof of concept for generating and retiring RECs
  • Prepare for and advise on company formation documentation
  • Draft and negotiate convertible notes and subscription agreements
  • Regulation D Rule 506 private offerings
  • Represented clients in raising capital through crowdfunding
  • Experienced in transaction structuring, preparation of all financing documentation, and closing representation