Corporate & Incorporation

Where and how you incorporate is one of the first decisions you make, and one of the hardest to undo. For crypto and Web3 projects, the choice of jurisdiction shapes everything that follows: licensing, taxation, access to banking and how investors view the project.

A growing number of jurisdictions have introduced dedicated frameworks for digital asset businesses, foundations and DAOs. Each comes with its own requirements on substance, licensing, reporting and local presence. Serving EU customers can also bring MiCA and other EU rules into play, wherever the company is based.

We guide you from the choice of jurisdiction through incorporation to the governance of the company once it is up and running. Through our international network of local counsel, we coordinate incorporations abroad and act as your single point of contact. Advice on each jurisdiction's law comes from lawyers qualified to practice there.

How we can help

• Jurisdiction selection: comparing crypto-friendly jurisdictions on regulation, tax, substance requirements, banking access and time to market
• Incorporation abroad: end-to-end coordination of company formation with local counsel, from entity setup and registered agents to local filings and support with bank account opening
• Entity and group structuring: holding companies, operating subsidiaries, foundations and DAO legal wrappers, and how they fit together
• Founder and shareholder agreements: equity splits, vesting, voting rights, transfer restrictions and exit provisions
• Fundraising: SAFEs, token warrants, convertible instruments and priced rounds, from term sheet to closing
• Equity and token incentive plans: stock options, phantom equity and token-based incentives, with vesting schedules and grant documentation
• Corporate governance: bylaws, board and committee structures, decision-making rules and DAO governance frameworks
• Compliance governance policies: AI governance, data protection, AML/CFT, cybersecurity, whistleblowing and codes of conduct
• Ongoing corporate maintenance: annual filings, board and shareholder meetings, corporate registers and good standing across jurisdictions

Governance by design

Regulators now expect governance to be documented and owned at the top. Under NIS2 and DORA, management bodies are directly responsible for approving and overseeing cybersecurity and ICT risk measures. The AI Act requires companies that develop or use AI to ensure AI literacy and, for higher-risk uses, human oversight. The GDPR requires you to demonstrate accountability. Investors and banks increasingly review all of this during due diligence.

We draft governance policies that match your size and risk profile, including AI use, data protection, AML/CFT, information security, incident response and whistleblowing. We also define clear roles and responsibilities, so each policy has an owner and works in practice rather than only on paper.

Our approach

We design your structure the way an investor or a regulator will look at it later. We favor structures that are simple, defensible and able to grow with your business over complex arrangements that look efficient on paper but create risk down the line. Tax aspects are assessed together with qualified tax advisors, so legal and tax choices stay aligned.