59 William & Mary Law Review Online 1
32 Pages Posted: 15 Dec 2016 Last revised: 23 Sep 2017
Date Written: December 13, 2016
Distributed ledger technology enables disruption of traditional business organizations by introducing new business entities without the directors and officers of traditional corporate entities. Although these emerging entities offer intriguing possibilities, distributed entities may suffer significant collective action problems and expose investors to catastrophic regulatory and governance risks. Our essay examines key considerations for stakeholders and argues that distributed entities must be carefully structured to function effectively.
This essay breaks new ground by critically examining distributed entities. We argue that a distributed model is most appropriate when DLT solves a unique corporate governance problem. We caution against ignoring the lessons painstakingly learned through past governance failures.
Keywords: Cyberlaw, Bitcoin,Ether, Crypto, Cryptocurrency, Crypto Currency, Currency, Digital Currency, Governance, Securities, Corporate Governance, Free Rider, Fintech, DAO, Hacking, Cybersecurity
JEL Classification: G3, G30, G38, G39, M12, M14, O3, O32, K2, K22
Suggested Citation: Suggested Citation