Karen Ubell

Karen’s experience in the blockchain, cryptocurrency and fintech industries and deep knowledge of blockchain technology and applicable laws allows her to propose creative solutions and actively partner with clients to identify and design potential alternatives amid a complex and evolving regulatory landscape.

She has extensive experience serving as corporate counsel to emerging companies developing and distributing cryptographic tokens and other digital assets. Clients have described Karen as “among the most experienced, thoughtful, and versatile cryptocurrency lawyers in the nation.”

Karen also regularly advises companies on general corporate matters such as entity formation, debt and equity financing transactions, and corporate governance matters and counsels companies on regulatory matters associated with launching blockchain networks and distributing digital assets. She also assists investors in creating novel structures or terms specifically designed to align and capture shareholder value in blockchain networks and digital assets.

Karen’s experience includes:

• Advising industry-leading projects regarding developing and structuring blockchain networks including compliant distributions of digital assets, NFTs, defi protocols and numerous Web3 platforms, working hand in hand with founders and technology team as they design and structure new projects and new digital assets.
• Facilitating first of their kind regulatory settlements on behalf of financial technology companies including digital asset issuers.
• Advising leading Silicon Valley venture capital funds regarding token-based investments and equity investments in blockchain technology companies.

Karen served as an attorney in the Division of Corporation Finance at the US Securities and Exchange Commission from 2010 to 2016. Prior to joining Goodwin, Karen served as Special Counsel at Cooley LLP in Palo Alto.

Karen has been recognized for her work most recently in the 2024 edition of the Chambers Fintech guide, in which she was ranked as a Leading Lawyer for Blockchain & Cryptocurrencies and Crypto-Asset Disputes. She is also recognized as a recommended lawyer for Fintech & Crypto and for Corporate Governance by the Legal 500 US and has been listed since 2023 in the Who’s Who Legal: Fintech & Blockchain guide. Clients note that Karen’s “ability to advise on strategic corporate matters, coupled with a keen understanding of regulatory compliance, makes her an invaluable asset to clients operating in the blockchain space." Additionally, Karen has been named a Women Leader in Tech Law by The Recorder’s 2024 California Legal Awards, which recognizes women lawyers handling the game-changing, law-shaping, market moving work in and around the tech sector.

Karen’s recent speaking engagements include:

• “Developments in Cryptocurrency and Blockchain Enforcement,” Practising Law Institute’s Alternative Finance Summit 2023: Fintech, Blockchain, and Crowdfunding (September 4, 2024)
• “Token-Based Compensation: Regulatory and Tax Considerations,” Goodwin Webinar (February 15, 2024)
• “Blockchain & Digital Assets: Lessons Learned in 2023 and Key Considerations for the Year Ahead,” Goodwin Webinar (January 17, 2024)
• “Developments in Cryptocurrency and Blockchain Enforcement,” Practising Law Institute’s Alternative Finance Summit 2023: Fintech, Blockchain, and Crowdfunding (September 26, 2023)
• “Former SEC Lawyer: What You’re Missing About Securities, Ripple/XRP, & Prometheum,” Overpriced JPEGs Podcast (August 9, 2023)
• “The SEC vs Crypto,” Overpriced JPEGs Podcast (June 9, 2023)
• "Token Masterclass,” Crypto Legal Frontier (May 11, 2023)
• "Understanding the Glory of Staking,” Avalanche Summit II (May 4, 2023)
• “Navigating Blurred Lines: Legal Considerations for Developers,” Solana Breakpoint 2022 (November 5, 2022)
• “Token Structuring,” TechGC’s CryptoGC Retreat (October 25, 2022)
• “Crypto Lawyer Karen Ubell on Crypto Regulation, the SEC, and DAOs,” Stronghold SpeakBold Fireside Chat (October 18, 2022)
• “DAOs and Web3: Will New Technology Bring the Death of the C-Corp?” Goodwin Virtual Event (May 17, 2022) 
• “Nonfungible Tokens (NFTs) How High Can They Go?” Practising Law Institute, (September 22, 2022)
• “Blockchain & Digital Currency National (Virtual) Institute,” American Bar Association (virtual event) (September 16, 2020)
• “Blockchain, Tokens and Cryptocurrencies: Latest Developments,” Practising Law Institute (virtual event) (September 10, 2020)
• “Capital Controls with Aaron Stanley and Kristin Smith,” Consensus (virtual event) (May 11, 2020)

Karen’s recent publications include:

• Contributor, “Digital Currency & Blockchain Quarterly Litigation Update,” Goodwin Insight (April 30, 2024)
• Contributor, “Trends in Regulation of Digital Assets,” White Paper, FTI Consulting and The Block (August 17, 2023)
• Co-Author, “SEC Sues Binance and Coinbase: What Are the Allegations and What Is Next?” Goodwin Client Alert (June 13, 2023)
• Co-Author, “‘Regulation by Enforcement’ in the Digital Asset Industry: A Lagging Response to Stale Facts,” Goodwin Insight (May 31, 2023)
• Co-Author, “DAO Governance Token Holders Can Be Held Responsible for Security Incident,” Westlaw Today (May 1, 2023)
• Co-Author, “Digital Asset Custody and the SEC’s Proposed Safeguarding Rule: Significant Potential Implications and Unanswered Questions,” Goodwin Client Alert (February 28, 2023)
• Co-Author, “2022 Year in Review: Digital Currency and Blockchain Litigation and Enforcement Developments,” Goodwin Insight (February 13, 2023) 
• Co-Author, “Court Holds All DAO Governance Token Holders Can Be Held Responsible for the Actions and Inactions of the DAO,” Goodwin Client Alert (October 2, 2022)
• Co-Author, “CFTC Attempts to Extend Liability to DAO Participants,” Goodwin Client Alert (October 2, 2022)
• Contributor, “The Optimal Token Vesting Schedule,” Mirror (July 27, 2022)
• Co-Author, “SEC Alleges ‘Crypto Asset Securities’ Insider Trading; Case Has Significant Implications For The Digital Asset Industry,” Goodwin Client Alert (July 22, 2022)
• Author, “SEC Update: SEC Chair Gary Gensler before the Aspen Security Forum,” Goodwin Digital Currency + Blockchain Perspectives (August 10, 2021)
• Author, “SEC Enforcement Updates: Interim Director Named; Staff Investigative Powers Bolstered; ‘Bad Boy’ Waivers Less Certain,” Goodwin FinReg + Policy Watch (February 17, 2021) 
• Co-Author, “SEC Complaint Against Ripple (Xrp) And Possible Regulatory Signals Ahead For 2021,” Goodwin Client Alert (January 25, 2021)