Advising Founders and Operators on Structure, Compliance, and Risk
As the cryptocurrency landscape evolves—technologically and legally—your business must be structured to keep pace with both. The choices made during formation directly affect how you’re taxed, how liability is handled, and how regulators and investors assess your venture.
At The Law Offices of Andrew Dressel LLC, we work directly with crypto entrepreneurs, developers, and investors to create entity structures that reflect how they operate, how they manage assets, and how they plan to grow—without relying on templates or surface-level advice.
Why Entity Selection Requires More than a Quick Filing
Digital asset businesses don’t operate in a fixed regulatory framework. Agencies like the Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) assert jurisdiction, but no single set of rules governs every protocol, platform, or trading model.
That leaves founders making legal and tax decisions under pressure, often without a clear view of long-term consequences.
We work with clients who:
- Issued tokens before confirming how they’d be treated
- Formed entities that now limit their ability to raise capital
- Built wallets or treasuries without enforceable agreements
- Operate across jurisdictions with inconsistent or competing rules
We’re often asked to step in after a problem emerges. We’d rather advise you before that happens.
Common Legal Questions Crypto Founders Ask Before Formation
The legal questions from early-stage cryptocurrency teams often come up mid-build, during fundraising, or while managing assets without knowing whether the structure will hold.
We hear questions like:
- “We’ve already started building. At what point do we need a formal entity?”
- “We issued tokens last year to early supporters. Are we at risk under securities laws?”
- “We’ve pooled funds in a multisig wallet but don’t have an operating agreement. How exposed are we?”
- “Our project involves contributors from five countries. Do we need different structures in place?”
- “Can we use an LLC for governance if we also plan to sell tokens?”
- “What do investors expect us to show before they wire funds?”
These questions reflect decisions that had to be made quickly or without full visibility into regulatory exposure.
Whether you’re forming a new entity, restructuring after a rushed setup, or considering offshore options, we offer guidance that reflects the realities of crypto business operations. Our team understands token allocations, smart contract mechanics, and the legal expectations that come with institutional funding.
We work directly with founders who want answers they can act on—not boilerplate advice.
LLCs, C Corps, S Corps, and Offshore Structures: Common Options and Practical Considerations
There’s no one-size-fits-all approach to structuring a crypto business. The right entity reflects how your company earns, scales, and interfaces with investors or regulators.
LLC
A flexible option for teams building quickly or operating with lean capital. LLCs are often used by:
- Mining operations that validate transactions and manage infrastructure
- DeFi builders launching smart contract platforms
- Trading firms operating bots or running market-making strategies
We draft LLC operating agreements that address:
- Wallet access and signature authority
- Contributor token allocations
- DAO treasury control
- Governance processes that reflect how work happens
We often advise on multi-LLC structures to separate assets, operations, and risk exposure.
C Corporation
A C corp is often the expected structure if you raise capital, offer equity, or build toward an eventual token offering. It’s well-suited for:
- Protocols preparing for SAFEs, convertible notes, or equity rounds
- Companies with investor-facing token allocations
- Startups with equity compensation plans or employee token vesting schedules
We assist with:
- Delaware C corp formation
- Shareholder agreements and governance documentation
- Token allocation structures that account for securities treatment
- Dual fundraising strategies using equity and digital assets
C Corporation
A C corp is often the expected structure if you raise capital, offer equity, or build toward an eventual token offering. It’s well-suited for:
- Protocols preparing for SAFEs, convertible notes, or equity rounds
- Companies with investor-facing token allocations
- Startups with equity compensation plans or employee token vesting schedules
We assist with:
- Delaware C corp formation
- Shareholder agreements and governance documentation
- Token allocation structures that account for securities treatment
- Dual fundraising strategies using equity and digital assets
S Corporation
For closely held businesses that are generating profits early on, an S corp may offer pass-through taxation benefits.
These entities are rarely used in crypto but may be appropriate for certain service providers, validators, or mining partnerships. We evaluate eligibility and tax implications before making this recommendation.
Offshore Entity
Incorporating in another jurisdiction can be useful for companies with:
- Global contributors
- International token holders
- Projects operating outside U.S. consumer markets
Activities that may face less scrutiny outside U.S. borders
We work with clients forming in jurisdictions like the BVI, Cayman Islands, and Panama. Our work includes:
- Coordinating offshore and U.S. structures
- Drafting AML/KYC frameworks that meet FATF standards
- Addressing MiCA implications for EU-facing platforms
- Reviewing governance to reduce the risk of regulatory overlap
We also provide frank advice when offshore formation doesn’t provide the protection founders expect.
Offshore Entity
Incorporating in another jurisdiction can be useful for companies with:
- Global contributors
- International token holders
- Projects operating outside U.S. consumer markets
Activities that may face less scrutiny outside U.S. borders
We work with clients forming in jurisdictions like the BVI, Cayman Islands, and Panama. Our work includes:
- Coordinating offshore and U.S. structures
- Drafting AML/KYC frameworks that meet FATF standards
- Addressing MiCA implications for EU-facing platforms
- Reviewing governance to reduce the risk of regulatory overlap
We also provide frank advice when offshore formation doesn’t provide the protection founders expect.
Why Clients Choose The Law Offices of Andrew Dressel LLC
We’re a boutique law firm focused on digital asset structuring, regulatory risk, and complex corporate formation. Our clients come to us when the stakes are too high for guesswork or generalized legal advice.
We provide:
- Direct access to knowledgeable counsel
- Experience with crypto-native legal issues, including token mechanics and smart contracts
- A practical understanding of how investors and regulators review formation documents
- Clear, confidential guidance tailored to your product, roadmap, and jurisdiction
We’ve worked with early-stage builders, U.S.-based funds, global DAOs, and cross-border trading teams. Whether you’re structuring for growth or addressing a previous formation decision, we offer legal support grounded in how the crypto space works.
You Don’t Have to Be Ready—You Just Have to Start
We frequently work with founders still refining their structure, cleaning up earlier decisions, or weighing their options. If you’re unsure how to proceed, that’s exactly when we can help.
We’ll talk through your risks, options, and priorities—so you can move forward without guessing.
Contact The Law Offices of Andrew Dressel LLC to schedule your consultation.
Frequently Asked Questions
That depends on your project’s revenue model, investor strategy, and token design. We’ll help you compare LLCs, C corps, and hybrid options that reflect how your business operates and how regulators might view it.
You’re not required to form an entity, but operating without one can increase your personal exposure and reduce the ability to deduct operating expenses. We’ll walk you through the liability and tax considerations for both LLCs and corporations.
Yes, but you’ll need to meet local requirements and those of your home jurisdiction. We advise on how to stay compliant with AML, KYC, and tax reporting rules—especially for U.S.-based founders forming abroad.
These can include enforcement by the SEC for unregistered securities offerings, penalties for poor AML compliance, or complications around token distributions. Regulatory frameworks like MiCA in the EU and IRS digital asset reporting rules are evolving rapidly. We work to identify exposure before regulators do.
We help assess whether your token or investment model falls under U.S. securities law. We draft offering materials, manage regulatory filings, and advise on how to reduce enforcement risk based on how your company operates.
Still Have Questions?
Let’s talk through them. Whether you’re exploring formation or trying to clean up an earlier decision, speaking with counsel who understands crypto can save time—and prevent regulatory problems later.
The content in this article is for general informational purposes only. It should not be construed as legal advice or a substitute for legal advice. The information above does not create an attorney-client relationship, nor do prior results guarantee future outcomes. Any reliance you place on such information is therefore strictly at your own risk.