Cryptocurrency and Business Law: What Pennsylvania, New York, and National Companies Need to Know
Updated: 2 days ago
Introduction
Cryptocurrency is no longer a niche topic—it’s part of mainstream commerce. From startups accepting crypto payments to established corporations exploring blockchain integrations, the legal landscape is evolving quickly. Todd B. Nurick, a Pennsylvania and New York business attorney, advises companies nationwide on navigating cryptocurrency regulation, compliance, and business integration.
Federal Oversight: The SEC, CFTC, and FinCEN
The SEC (Securities and Exchange Commission)
The SEC views many crypto tokens as securities under the Howey Test—a standard from SEC v. W.J. Howey Co. (1946) defining when an investment contract exists. If a crypto project involves investors expecting profit from others’ efforts, it likely falls under federal securities laws. This triggers registration, disclosure, and anti-fraud obligations.
The CFTC (Commodity Futures Trading Commission)
The CFTC treats Bitcoin and certain other digital assets as commodities, giving it jurisdiction over crypto derivatives and fraud or manipulation involving spot markets. Businesses offering crypto futures, swaps, or leveraged trading must ensure CFTC compliance.
FinCEN (Financial Crimes Enforcement Network)
FinCEN enforces the Bank Secrecy Act (BSA) and anti-money laundering (AML) regulations. Any business operating as a “money services business” (MSB)—including crypto exchanges or payment platforms—must register with FinCEN, implement AML programs, and report suspicious activities.
New York’s Regulatory Framework: The BitLicense
New York remains one of the most heavily regulated jurisdictions for cryptocurrency activity. The New York State Department of Financial Services (NYDFS) requires most crypto businesses operating in the state to obtain a BitLicense (23 NYCRR Part 200).
Covered activities include:
Virtual currency transmission
Storing, holding, or maintaining custody of virtual currency
Buying and selling virtual currency as a customer business
Performing exchange services
Issuing or administering virtual currency
BitLicense holders must maintain robust cybersecurity, AML programs, and capital requirements. The Law Office of Todd B. Nurick helps businesses assess whether they fall under BitLicense rules and manage the application and compliance process.
Pennsylvania’s Position on Cryptocurrency
Pennsylvania does not currently require a state-level crypto license, but the Pennsylvania Department of Banking and Securities has clarified that most crypto exchanges and wallets do not qualify as “money transmitters” under state law unless they handle fiat currency directly.
That said, Pennsylvania businesses must still comply with federal BSA/AML obligations and ensure accurate accounting and taxation of digital assets.
Business Law Considerations for Crypto Adoption
1. Contracts and Payments
Businesses accepting cryptocurrency must ensure their contracts clearly define payment methods, valuation mechanisms, and refund or volatility provisions.
2. Corporate Governance
Companies should adopt internal policies for crypto holdings—covering custody, reporting, and approval processes—to meet fiduciary duties of care and loyalty under Pennsylvania and New York law.
3. Tax and Accounting
The IRS classifies cryptocurrency as property, not currency. Gains, losses, and exchanges are taxable events. Accurate recordkeeping is essential.
4. Cybersecurity and Data Protection
Crypto-related businesses are high-value targets for cyberattacks. Governance frameworks should align with Pennsylvania’s and New York’s breach-notification statutes, as well as federal data-security obligations.
The Role of Outside General Counsel in the Crypto Space
The intersection of crypto, finance, and business law demands proactive legal management. As outside general counsel, Todd Nurick assists Pennsylvania, New York, and national businesses in:
Drafting crypto transaction agreements
Reviewing token or blockchain partnerships
Ensuring securities, commodities, and AML compliance
Implementing internal governance and cybersecurity policies
The Law Office of Todd B. Nurick helps clients embrace digital innovation while managing risk and maintaining regulatory compliance.
Conclusion
Cryptocurrency is transforming commerce, but legal uncertainty remains. Pennsylvania and New York businesses must navigate overlapping state and federal frameworks with precision. With the right counsel, crypto can be integrated responsibly and profitably.
Todd B. Nurick and the Law Office of Todd B. Nurick provide trusted business law guidance for companies exploring digital assets in today’s evolving regulatory environment.
About Todd B. Nurick
Todd B. Nurick is a Pennsylvania and New York business attorney with approximately 30 years of experience advising businesses on contracts, transactions, corporate governance, investigations, compliance, employment-related business issues, risk management, and disputes. Through the Law Office of Todd B. Nurick, he also serves businesses as Fractional General Counsel/Outside General Counsel, providing experienced legal oversight without requiring a full-time in-house legal department.
Sources
Commodity Futures Trading Commission, “Customer Advisory: Understanding Virtual Currencies”
New York Department of Financial Services, 23 NYCRR Part 200 (BitLicense Regulation)
Pennsylvania Department of Banking and Securities, “Virtual Currencies: Guidance for Businesses”
This article is for general informational purposes only and does not constitute legal advice or create an attorney-client relationship. Businesses should obtain legal advice concerning their particular circumstances.
