#154 - Uniswap’s DUNI Governance Proposal, with Brian Nistler & Rodrigo Seira

Law of Code

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Show notes:

In early August, the Uniswap Foundation proposed that Uniswap Governance adopt a Wyoming-registered DUNA (Decentralized Unincorporated Nonprofit Association). A first-of-its-kind structure for DAOs, the DUNA could be crypto’s LLC moment.

Joining me to discuss this development is Brian Nistler, General Counsel of the Uniswap Foundation, and Rodrigo Seira, Special Counsel at Cooley. We discuss what a DUNA is, why Uniswap proposed it, and what it means for governance participants and token holders.

Timestamps:

01:07 – What a DUNA is and why DAOs need it

02:16 – Wyoming's innovation

07:14 – Membership without KYC

09:22 – Uniswap Governance, not Uniswap Foundation

11:25 – Why DUNA is the right fit

13:57 – Liability for token holders?

17:17 – Preserving Uniswap's decentralization

21:13 – Administrators and ministerial agents

24:30 – Will courts respect the liability shield?

25:59 – Tax obligations and tradeoffs

29:37 – Lessons for other DAOs

34:04 – How DUNA fits into Uniswap Unleashed

35:15 – Where the DUNI proposal stands

36:19 – Should non-U.S. projects consider DUNAs?

37:43 – Resources to learn more

Disclaimer:

Nothing in this podcast is legal advice. Please consult a lawyer for advice specific to your situation.

Resources:

• Uniswap DUNA Proposal
• Miles Jennings and David Kerr on the DUNA