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Mike Katz

Frontier Technology: Corporate, Regulatory and Policy

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"At the frontier these are not three workstreams. They are one problem, and companies and investors lose out if the seams between them show."

Professional Background

I represent companies and investors building at the edge of what the law currently contemplates. The defining feature of that work is that every hard question arrives with three layers stacked on top of each other, all due at once.

Corporate. I structure and close the deals. Formation and entity design, seed through growth financings, equity and token structures, fund and secondary deals, commercial and licensing agreements, strategic partnerships, and M&A.

Regulatory. I take positions on regimes that were not written with my client's product in mind. Often there is no controlling authority, and the best available guidance is a speech and a no-action letter from another decade. The company still has to decide this quarter.

Policy. I track the legislation and rulemaking that will govern a structure before that structure exists, and I engage with the process that produces it. What a rule is going to say matters more to a company raising money today than what it says now.

Most companies and investors buy those three separately. A corporate lawyer papers the round. A regulatory specialist delivers a memo that ends in “it depends.” A policy shop sends a weekly digest nobody reads. That gets the baseline done but you miss out on a lot when they aren’t done cohesively. The company then discovers in diligence, three years later, that the structure it built in year one cannot survive a rule change.

Before returning to private practice, I served as general counsel of a venture capital firm and closed more than 150 deals from that seat across venture, private credit, fund and secondary deals, acquisitions, and more.

Where I Work

Digital assets and market structure. Stablecoin issuance and distribution under the GENIUS Act, perpetual futures and other onchain derivatives, tokenized securities and real-world assets, DeFi protocol design, exchange and broker-dealer structuring, custody, and prediction markets. I work the CFTC and SEC jurisdictional boundary constantly, including where legislation is going.

Fintech and payments. Money transmission licensing and the control question under state law, bank partnership and sponsorship models, card and stored value programs, lending and credit structures, and BSA/AML programs built to survive an exam rather than to satisfy a checklist.

Artificial intelligence. Model and data licensing, training data provenance, open weight release strategy, agentic systems and liability allocation, state AI statutes and the EU AI Act, federal government executive orders, and governance programs an acquirer or a regulator will actually credit in diligence.

Space. FAA launch and reentry licensing, FCC spectrum and satellite authorizations, NOAA commercial remote sensing licensing, export control classification of spacecraft and components under ITAR and the EAR, government contracting pathways, and the foreign ownership questions that decide whether a cap table is fundable before anyone reads the term sheet.

Defense technology. ITAR and EAR compliance for dual-use hardware and software, CFIUS exposure created by foreign capital, DFARS cybersecurity and CMMC readiness, SBIR and Other Transaction agreements and the technical data rights buried inside them, and the reality that a defense customer's contract terms follow the company into every later financing and every acquisition.

Robotics and autonomy. FAA drone authorizations and the pending BVLOS framework, autonomous ground systems under NHTSA and a patchwork of state law, safety case documentation, product liability allocation in commercial agreements, and the indemnity and insurance structures that get an enterprise customer to sign.

Venture capital and emerging companies. Formation and equity structuring, preferred stock financings, SAFEs, token warrants and side letters, fund formation and LPA negotiation, secondaries, and M&A.

Representative Experience

  • Advised a stablecoin issuer on product structure, distribution, marketing and institutional participation agreements under the GENIUS Act framework, including custody, yield and integration terms with third-party protocols.
  • Structured and papered a permissionless derivatives venue offering perpetual contracts, including the security-based swap analysis, CFTC classification, vault and operator mechanics, and the agreements underneath them.
  • Represented a leading DeFi protocol developer on commercial templates for tokenized asset issuers and on international regulatory mapping for prediction market integrations.
  • Served as company counsel on a Series A for an AI infrastructure company, covering the financing, the regulatory workstream, terms of service, and a commercial dispute running alongside the round.
  • Represent leading venture funds in their investments across AI, fintech, crypto, defense and more.
  • Advised a satellite company on FAA and FCC strategy and entity structuring. Also led Series A financing work with strategic investor.
  • Advised venture funds on fund formation, LPA negotiation and the regulatory diligence that decides whether an investment closes.

Why Clients Call Me

  • All three layers, one lawyer. Clients do not have to translate between their corporate counsel, their regulatory counsel and their policy advisors, or absorb the cost when those three answers do not reconcile.
  • I have sat on the other side. More than 150 deals as general counsel of a venture firm. I know which issues are worth fighting and which ones cost you the round.
  • I read the rulemaking before it is a rule. I write on pressing regulatory and policy updates as they happen. Clients hear my read when the decision matters.
  • I take positions. I say what I think the answer is. A lawyer who never commits is a lawyer you cannot plan around.