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New Hampshire Decentralized Autonomous Organization Act

In force, as amended · Effective · Last verified

It is the policy of the Act to give maximum effect to freedom of contract and to the enforceability of smart-contract transactions that establish and maintain decentralized autonomous organizations, according with a policy that the intent of code is law. To register as a New Hampshire DAO, one or more authorized persons must deliver a notice of intent to register to the secretary of state for filing. To be listed on the registry, a New Hampshire DAO must be deployed on a permissionless blockchain, provide a unique public address by which anyone can review and monitor its activities, and publish its software code in open-source format in a public forum.

Statutory text behind this summary

  1. Official name

    This act may be cited as the "New Hampshire Decentralized Autonomous Organization Act" (the "Act").

    RSA 301-B:1, RSA 301-B:1 Short Title

  2. Sentence 1

    It is the policy of this act to give maximum effect to the principle of freedom of contract and to the enforceability of transactions executed pursuant to smart contracts that establish and maintain decentralized autonomous organizations according with a policy principle of 'intent of code is law'.

    RSA 301-B:3, RSA 301-B:3 Policy of This Act

  3. Sentence 2

    In order to register as a New Hampshire DAO under this act, one or more authorized persons, acting in the capacity of administrator or legal representative, shall deliver a notice of intent to register as a New Hampshire DAO to the secretary of state for filing.

    RSA 301-B:12, I, RSA 301-B:12 Notice of Registration

  4. Sentence 3

    In order to be eligible for listing on the registry as a New Hampshire DAO that is subject to requirements and benefits of this chapter, the DAO must satisfy each of the following listing requirements as of the date of the initial application, and at all times after the date of the application: (a) The DAO shall be deployed on a permissionless blockchain. (b) The DAO shall provide a unique public address by which any person can review and monitor the DAO's activities. (c) The software code establishing and maintaining the DAO shall be in open-source format in a public forum to allow anyone to review it.

    RSA 301-B:15, I & I(a)-(c), RSA 301-B:15 Registry Listing Requirements

Citation
RSA 301-B:1 to 301-B:31

Section 301-B:31 Secretary of State; Duties.

RSA 301-B:31 (heading), RSA 301-B:31 Secretary of State; Duties

Entity types
New Hampshire DAO

The name of each New Hampshire DAO as set forth in its notice of organization shall end with the words "decentralized autonomous organization" or the abbreviation "D.A.O." "DAO" or any other similar abbreviation.

RSA 301-B:13, I, RSA 301-B:13 Name Requirements

Enacted

Signed by Governor Sununu 07/26/2024; Chapter 263

HB 645 (2024), Official Docket, final entry, HB 645 (2024), Official Docket (signed by the Governor, Chapter 263)

Effective

Source. 2024, 263:1, eff. July 1, 2025.

RSA 301-B:1, historical note, RSA 301-B:1 Short Title

Official text
RSA 301-B:1 Short Title

Features

Select a feature to see the statutory text it comes from.

Name must include
The name of each New Hampshire DAO must end with the words "decentralized autonomous organization" or the abbreviation "D.A.O.," "DAO," or a similar abbreviation.

The name of each New Hampshire DAO as set forth in its notice of organization shall end with the words "decentralized autonomous organization" or the abbreviation "D.A.O." "DAO" or any other similar abbreviation.

RSA 301-B:13, I, RSA 301-B:13 Name Requirements
Management
An administrator is a person, irrespective of title, appointed in the manner specified in the by-laws to make discretionary decisions, individually or collectively with other administrators, on behalf of the organization with regard to specific, predefined operations.

"Administrator" means a person, irrespective of title, that is appointed in a manner specified in the bylaws to make discretionary decisions, either individually or collectively, with other administrators, on behalf of the New Hampshire DAO with regard to specific, predefined operations of the New Hampshire DAO.

RSA 301-B:5, I, RSA 301-B:5 Definitions
For profit or nonprofit
A New Hampshire DAO may be registered for the purpose of carrying on any lawful activity within or outside the state.

A New Hampshire decentralized autonomous organization may be registered under this chapter for the purpose of carrying on any lawful activity within or outside this state.

RSA 301-B:4, RSA 301-B:4 Organization; Purposes
Smart-contract identifier
To be eligible for registry listing, the organization must be deployed on a permissionless blockchain and provide a unique public address by which any person can review and monitor its activities.

(a) The DAO shall be deployed on a permissionless blockchain. (b) The DAO shall provide a unique public address by which any person can review and monitor the DAO's activities.

RSA 301-B:15, I(a)-(b), RSA 301-B:15 Registry Listing Requirements
Inactivity dissolution
Chapter 301-B does not tie deregistration or dissolution to a period of inactivity.

The source text does not address this. Checked: RSA 301-B:1 to 301-B:31, RSA Chapter 301-B, Decentralized Autonomous Organizations (table of contents)
Member and disclosure thresholds
The definition of a decentralized network requires that during the previous 12 months no person other than the DAO beneficially owned 20 percent or more of the related digital asset's units, or no digital asset issuer or affiliated person had the unilateral authority to direct 20 percent or more of the voting power of that asset or its decentralized governance system.

(b) During the previous 12-month period: (1) No person, excluding the subject DAO itself, directly or indirectly beneficially owned, in the aggregate, 20 percent or more of the total amount of units of a related digital asset that: (A) Can be created, issued, or distributed in such blockchain system; and (B) Were freely transferrable or otherwise used or available to be used for the purposes of such blockchain network; or (2) No digital asset issuer or affiliated person had the unilateral authority to direct the voting, in the aggregate, of 20 percent or more of the outstanding voting power of such digital asset or related decentralized governance system.

RSA 301-B:5, IX(b), RSA 301-B:5 Definitions
Liability (statutory text)
The debts, obligations, and liabilities of a New Hampshire DAO are solely its own, and no participant, administrator, or legal representative is personally obligated for them solely by reason of that role. Exceptions are that a participant or administrator may agree under the bylaws or another agreement to be personally liable; if the DAO refuses to comply with an enforceable judgment, order, or award, the participants who voted against compliance are liable for the monetary payments ordered; and a participant, administrator, or legal representative remains personally liable in tort for their own wrongful act or omission, but not for another's.

I. Except as provided in paragraph II: (a) The debts, obligations, and liabilities of a New Hampshire DAO, whether arising in contract, tort, or otherwise, shall be solely the debts, obligations, and liabilities of the New Hampshire DAO. (b) No participant, administrator, or legal representative of a New Hampshire DAO shall be obligated personally for any such debt, obligation, or liability of the New Hampshire DAO solely by reason of being a participant or acting as an administrator or legal representative of the New Hampshire DAO. (c) A New Hampshire DAO shall meet its liabilities through its on-chain and off-chain assets. (d) Except as provided in paragraphs II, III or IV, participants, administrators or legal representatives of a New Hampshire DAO shall only be responsible for providing on-chain contributions that they have committed to the New Hampshire DAO, as required by the bylaws. If the New Hampshire DAO exhausts its assets, its participants, administrators and legal representatives shall not be liable for excess liabilities of the New Hampshire DAO. II. A participant or administrator may agree under the New Hampshire DAO bylaws or other agreement to be personally liable for any or all of the debts, obligations, and liabilities of the New Hampshire DAO. III. If the New Hampshire DAO refuses to comply with an enforceable judgment, order, or award entered against it, the participants who voted against compliance shall be liable for any monetary payments ordered in the judgment, order, or award. IV. Paragraph I shall not affect the personal liability of a participant, administrator, or legal representative in tort for their own wrongful act or omission, but such a person shall not be personally liable for the wrongful act or omission of any other participant, administrator, or legal representative of the New Hampshire DAO.

RSA 301-B:11, I-IV, RSA 301-B:11 Liability of Participants and Administrators to Third Parties
Tax (statutory text)
The chapter sets no tax rule of its own. It provides that a New Hampshire DAO is subject to all other applicable New Hampshire laws, including laws regulating taxation.

a New Hampshire DAO shall be subject to all other applicable laws of the state of New Hampshire, including laws regulating securities activities, banking and financial activities, taxation, and all other provisions of law

RSA 301-B:29, RSA 301-B:29 Application of Other Laws
Government formation fee
A notice of registration is not effective until payment of a $100 filing fee.

The notice of registration required under this section shall not be effective until payment of a filing fee of $100.

RSA 301-B:12, III, RSA 301-B:12 Notice of Registration
Government annual fee
The chapter states no dollar annual fee. It authorizes the Secretary of State, under the registry contracts, to set registration and annual fees.

In accordance with the contracts entered into, the secretary of state is authorized to set registration and annual fees

RSA 301-B:31, RSA 301-B:31 Secretary of State; Duties

Amendments

Where to file

New Hampshire Secretary of State

Legal text behind this section

  1. Filing body

    In order to register as a New Hampshire DAO under this act, one or more authorized persons, acting in the capacity of administrator or legal representative, shall deliver a notice of intent to register as a New Hampshire DAO to the secretary of state for filing.

    RSA 301-B:12, I, RSA 301-B:12 Notice of Registration

Sources

  1. RSA 301-B:1 Short Title, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  2. RSA 301-B:3 Policy of This Act, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  3. RSA 301-B:12 Notice of Registration, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  4. RSA 301-B:15 Registry Listing Requirements, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  5. RSA 301-B:31 Secretary of State; Duties, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  6. RSA 301-B:13 Name Requirements, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  7. HB 645 (2024), Official Docket (signed by the Governor, Chapter 263), New Hampshire General Court. Retrieved . Archived copy.
  8. HB 1073 (2026), Bill Status, New Hampshire General Court. Retrieved . Archived copy.
  9. RSA 301-B:5 Definitions, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  10. RSA 301-B:4 Organization; Purposes, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  11. RSA Chapter 301-B, Decentralized Autonomous Organizations (table of contents), New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  12. RSA 301-B:11 Liability of Participants and Administrators to Third Parties, New Hampshire Office of Legislative Services. Retrieved . Archived copy.
  13. RSA 301-B:29 Application of Other Laws, New Hampshire Office of Legislative Services. Retrieved . Archived copy.

From the site operator

MIDAO, which operates this site, publishes a free guide to forming a DAO LLC in the Marshall Islands.

Cite this

daollc.org, "New Hampshire Decentralized Autonomous Organization Act," https://www.daollc.org/laws/us-nh/dao-act/, verified 2026-10-13.