Wyoming
Wyoming wants to become the Delaware of DAOs with new crypto law for decentralized autonomous organizations
On Thursday, Wyoming’s Republican governor, Mark Gordon, signed into law the Decentralized Unincorporated Nonprofit Association Act, a landmark bill that establishes a framework for recognizing DAOs as legal entities.
Wyoming has long positioned itself as the friendliest state toward the crypto industry—not unlike Delaware’s attitude toward corporations—and the new law is the latest in a series of measures to attract blockchain firms to the Cowboy State. With support from a16z crypto, the legislation tackles one of the thorniest legal issues in the nascent sector: how to fit decentralized organizations into existing financial regulation.
In an exclusive interview with Fortune, state Sen. Chris Rothfuss, a Democrat and cochair of the Select Committee on Blockchain that sponsored the bill, said the measure reinforces Wyoming’s nation-leading approach to digital asset regulation as the federal government remains gridlocked.
“This DUNA legislation is just the most recent puzzle piece,” he said. “We wanted to make sure that we had the flexibility to figure out what the best practices and policies and use cases were in a legislature that was actually capable of being responsive and adaptive.”
The DAO problem
Decentralized autonomous organizations, or DAOs, are a unique structure born from the blockchain industry. Rather than deploying a traditional corporate structure, with a board of directors responsible for investors’ fiduciary interests, DAOs are composed of community members who vote on how to manage an organization, generally through holding governance tokens that are native to the group.
The concept may seem esoteric, but there have been high-profile instances in the past few years, including ConstitutionDAO, where people banded together in an attempt to buy one of the last remaining copies of the U.S. Constitution.
The novel structure has also created legal headaches for both crypto acolytes and regulators, most notably in an enforcement action by the Commodity Futures Trading Commission against Ooki DAO, which the agency charged with operating an illegal trading platform. In an unprecedented step, the CFTC held every token holder liable for the actions of the organization and served its members via a help chat box on the organization’s website.
“It is possible that DAOs are just the worst of all worlds: Their tokens are similar enough to corporate shares to be subject to securities laws, but different enough to create unlimited liability for their holders,” Bloomberg’s Matt Levine wrote at the time.
As Rothfuss told Fortune, Wyoming has a history of creating new rules around corporate structures, including becoming the first state to adopt the limited liability corporation, or LLC. Among its crypto initiatives, Wyoming also created a digital asset-focused banking charter called the Special Purpose Depository Institution, which took on national prominence after one charter holder, the Caitlin Long-led Custodia Bank, sued the Federal Reserve over being denied a master account.
Wyoming attempted to address DAO supervision previously with a 2021 law that created an LLC structure for the decentralized organizations. In an interview with Fortune, a16z crypto general counsel Miles Jennings explained that the framework created potential complications under securities laws, because the membership interests in LLCs—tokens, in this case—are generally considered securities. Furthermore, the Corporate Transparency Act, passed by Congress in 2021, required LLCs to report ownership—an impossibility for DAOs, some of which have hundreds of thousands of members scattered across the world. The 2021 legislation ultimately failed to attract DAOs to Wyoming.
DUNA
Instead of structuring DAOs as LLCs, the new law uses the model of unincorporated nonprofit associations, which means its purpose is not to generate profits for its owners—although it can still generate revenue and compensate DAO members.
Jennings explained why the new structure is necessary: It gives DAOs legal existence, it enables them to contract with third parties and appear in court, and it enables them to pay taxes and have limited liability from the actions of other members.
The structure would not prevent regulatory enforcement if DAOs break the law. Instead, it would allow the DAO to hire legal counsel and appear in court, and it would mean that every voting member of the organization wouldn’t necessarily be liable for the DAO’s actions—like how Enron shareholders weren’t held liable for fraud.
Jennings described DUNA as a “boon” for the government, as it would bring DAOs into the existing tax framework and generate revenue. The law attempts to circumvent the pesky question of whether crypto tokens should be considered securities, with DAOs having no directors, officers, or mission to maximize profits. Still, Jennings admitted that the structure may not escape the attention of the Securities and Exchange Commission, which has attempted to establish oversight over the vast majority of crypto assets.
The biggest challenge for Wyoming may be convincing existing DAOs—many of which reflect the “degen” spirit of rebellion endemic to the crypto industry—to adopt the new structure. Jennings said a16z crypto plans to work with portfolio companies on doing so and make it a condition for future investments.
“Some within the industry think that if you don’t subject yourself to the regulatory regime of a given jurisdiction that you’re somehow not subject to it,” Jennings told Fortune. “By doing that, you’re actually subjecting yourself to all jurisdictions.”
“If you want to provide for yourself all the legal protections that exist, for ordinary businesses, this is a much better way to achieving that,” he added.
Sunny and warmer in Wyoming on Saturday. Breezy in some areas. Most highs in the 60s and lows in the 30s and 40s.
Central:
Casper: Watch for patchy fog before 10 a.m., otherwise look for it to be sunny today with a high near 65 and mostly clear and breezy overnight with a low near 39 and wind gusts as high as 24 mph.
Lander: It should be sunny today with a high near 61 and clouds should increase overnight with a low near 39.
Shoshoni: Look for patchy fog before 10 a.m., otherwise it should be sunny today with a high near 70 and it should be breezy overnight with increasing clouds, a low near 41 and wind gusts as high as 25 mph.
Southwest:
Evanston: Expect it to be sunny today with a high near 63 and wind from 6-16 mph. Overnight it should be mostly cloudy with a low near 42.
Green River: It should be sunny and breezy today with a high near 69 and wind gusts as high as 29 mph. Overnight clouds should increase and it should be breezy with a low near 47 and wind gusts as high as 28 mph.
Kemmerer: Look for it to be sunny and breezy today with a high near 65 and wind gusts as high as 24 mph. Clouds should increase and it should be breezy overnight with a low near 42 and wind gusts as high as 25 mph.
Western Wyoming:
Pinedale: Look for it to be sunny today with a high near 58 and wind gusts as high as 20 mph. Overnight it should be breezy and clouds should increase with a slight chance of rain, a low near 37 and wind gusts as high as 21 mph.
Afton: Expect it to be sunny and breezy today with a high near 64 and wind gusts as high as 25 mph. Overnight it should be breezy and clouds should increase with a chance of rain after 1 a.m., a low near 39 and wind gusts as high as 25 mph.
La Barge: It should be sunny and breezy today with a high near 63 and wind gusts as high as 21 mph. Overnight it should be breezy and clouds should increase with a low near 41 and wind gusts as high as 24 mph.
Northwest:
Dubois: It should be sunny and breezy today with a high near 52 and wind gusts as high as 22 mph. Overnight it should be breezy and clouds should increase with a slight chance of rain, a low near 35 and wind gusts as high as 22 mph.
Jackson: Expect it to be sunny and breezy today with a high near 63 and wind gusts as high as 22 mph. It should be mostly cloudy and breezy overnight with a chance of rain, a low near 36 and wind gusts as high as 24 mph.
Old Faithful in Yellowstone National Park: Look for it to be sunny today with a high near 56 and mostly cloudy and breezy overnight with a chance of rain and snow, a low near 31 and wind gusts as high as 21 mph.
Bighorn Basin:
Thermopolis: It should be sunny and breezy today with a high near 68 and wind gusts as high as 24 mph. Overnight it should be partly cloudy with a low near 42.
Cody: Look for it to be sunny and breezy today with a high near 65 and wind gusts as high as 21 mph. Overnight it should be mostly cloudy with a low near 41 and wind gusts as high as 20 mph.
Lovell: Expect it to be sunny and breezy today with a high near 69 and wind gusts as high as 28 mph. Overnight it should be partly cloudy and breezy with a low near 43 and wind gusts as high as 31 mph.
North Central:
Buffalo: Look for it to be sunny and breezy today with a high near 63 and wind gusts as high as 32 mph. Overnight it should be mostly clear and breezy with a low near 44 and wind gusts as high as 32 mph.
Sheridan: Expect it to be sunny today with a high near 67 and wind from 11-16 mph in the afternoon. It should be mostly clear overnight with a low near 39 and wind from 9-16 mph.
Story: It should be sunny today with a high near 62 and wind from 13-18 mph in the afternoon. Overnight it should be mostly clear with a low near 41 and wind from 14-17 mph.
Northeast:
Gillette: Expect it to be sunny today with a high near 63 and winds could gust as high as 22 mph. Overnight it should be mostly clear and breezy with a low near 41 and wind gusts as high as 37 mph.
Newcastle: Look for it to be sunny today with a high near 59 and wind gusts as high as 17 mph. Overnight it should be mostly clear with a low near 41 and wind gusts as high as 26 mph.
Hulett: It should be sunny today with a high near 62 and mostly clear overnight with a low near 43 and wind gusts as high as 25 mph.
Eastern Plains:
Torrington: It should be sunny today with a high near 65 and mostly clear and breezy overnight with a low near 39 and wind from 15-20 mph.
Lusk: Look for it to be sunny today with a high near 60 and mostly clear and breezy overnight with a low near 38 and wind gusts as high as 35 mph.
Guernsey: Expect it to be sunny today with a high near 66 and mostly clear and breezy overnight with a low near 41 and wind gusts as high as 30 mph.
Southeast:
Cheyenne: It should be sunny and breezy today with a high near 58 and wind from 15-20 mph in the afternoon. Overnight it should be mostly clear and breezy with a low near 37 and wind from 15-20 mph.
Laramie: Expect it to be sunny today with a high near 58 and mostly clear and breezy overnight with a low near 36 and wind gusts as high as 30 mph.
Pine Bluffs: Look for it to be sunny today with a high near 61 and mostly clear and breezy overnight with a low near 37 and wind from 15-25 mph.
South Central:
Rawlins: Look for it to be sunny today with a high near 63 and mostly clear overnight with a low near 39.
Saratoga: Expect it to be sunny today with a high near 63 and mostly clear overnight with a low near 38.
Wamsutter: It should be sunny and breezy today with a high near 64 and wind gusts as high as 22 mph. Overnight it should be breezy and clouds should increase with a low near 40 and wind gusts as high as 25 mph.
RAWLINS — A 74-year-old Rawlins, Wyoming, man confessed Friday to shooting his nephew and his nephew’s wife in an attempt to kill them both last year because he was “pretty mad.”
Melvin Bagley sat hunched in a grey and white jail-issue jumpsuit, turned away from the third-floor windows of the Carbon County District Court room at his change of plea hearing.
Barely visible outside, the tops of the spruce trees leaned away from the wind.
Bagley’s nephew Marvin “JR” Bagley and Marvin’s wife Stephanie sat in the second bench on the prosecutor’s side of the courtroom. They’re generally healed up from the bullets that tore through Marvin’s face and hand, and through Stephanie’s shoulder, on Sept. 3, 2023, the couple said.
On that date, Melvin Bagley pulled his truck up next to theirs on the couple’s ranch near Bairoil and opened fire. Melvin Bagley had been struggling with dementia for a long while, and Marvin and Stephanie had struggled to rein in his paranoid outbursts, Stephanie told Cowboy State Daily earlier in this case.
During the melee, Marvin found a .22 revolver he keeps in his truck and fired back. Then he sped off in his own truck and made a snap decision to break through his gate to escape. Later, he flagged down a Wyoming Highway Patrol trooper by waving his bloody hand out the window.
What The Plea Agreement Says
“I’m here to plead,” said Melvin Bagley on Friday when Carbon County District Court Judge Dawnessa Snyder asked him if he understood why he was there.
He wore headphones so he could hear the judge. Squinting, he spoke softly with a Southern accent and answered most of the judge’s questions with a nod and a truncated “yeh.”
Melvin Bagley’s plea agreement says he will have his other charges — aggravated assault and reckless driving — dropped in exchange for pleading guilty to two counts of attempted second-degree murder. His defense attorney Sergio Lemus and prosecutor Carbon County Attorney Sarah Chavez Harkins have agreed upon a sentence of 20-40 years in prison, Snyder said.
The judge doesn’t have to accept the plea agreement, she warned, adding that judges nevertheless regard those recommendations with respect.
Melvin Bagley may also have to pay restitution.
The Confession
“Tell me what happened,” said Snyder.
“Well, I shot my nephew and his wife,” said Melvin Bagley, leaning forward toward the microphone on the defense table.
Snyder asked if he intended to kill them.
“At the time I was pretty mad,” Melvin Bagley said.
Harkins elaborated, saying Melvin Bagley suspected his family members of stealing money from him, a fact that was never proven, and he went to them and shot them both. Later, he told investigators he was trying to kill them, said the prosecutor.
Both Lemus and Snyder were satisfied that this evidence would support Bagley’s pleas, and Snyder accepted both guilty pleas and entered convictions against him.
Melvin Bagley will be sentenced in about 90 days, after a probation agent conducts a report on his history and character, and at that time Snyder will decide if she’s going to accept Bagley’s plea agreement, the judge said.
Clair McFarland can be reached at clair@cowboystatedaily.com.
Kirk Young
A Wyoming news organization is reporting that JCC’s Vice President of Student Affairs is taking a job at Western Wyoming Community College.
Sweetwater NOW reports the Western Wyoming Community College Board of Trustees has hired Kirk Young to be the college’s next president after a unanimous vote last week.
Young’s first day will be July 1.
His salary will be $205,000 a year and benefits include a $1,500 per month housing allowance, a $800 per month vehicle allowance, and a $16,500 relocation allowance.
Young started his job as the Vice President of Enrollment, Marketing, and Communications at Jamestown Community College in August 2014.
He previously worked as the assistant vice president for recruitment and outreach at Utah Valley University.
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