Vani Upadhyaya

White collar and regulatory enforcement defense

• SEC
  • Counsel for dozens of Web3 development companies and Foundations in non-public SEC investigations, including several through a Wells process, which concluded with no enforcement action 
  • Counsel for Jonathan Mann and Brian L. Frye in a preemptive suit against the SEC seeking a declaratory judgment that their proposed NFT projects do not violate federal securities law
  • Counsel for a non-custodial wallet application developer in SEC Wells process
  • Counsel for company offering AI-based financial and market research software in a SEC investigation 
  • Counsel for several individual software developers in connection with the SEC’s “Eth 2.0” investigation
• CFTC
  • Counsel for a software company in a CFTC investigation relating to leverage-bearing tokens (obtained letter of non-enforcement)
• Other state regulators
  • Counsel for DeFi software developers in investigations by Alabama, Arkansas, California, Kentucky, Massachusetts, Mississippi, New Jersey, Oklahoma, Texas, Washington State and Washington D.C. 

Class action litigation

• Counsel for Uniswap Foundation in a putative class action in the Southern District of New York alleging securities law violations in connection with alleged tokens traded on the Uniswap Protocol (case dismissed, dismissal upheld on appeal) 
• Counsel for Robert Leshner, Geoffrey Hayes, and Gauntlet Networks, Inc. in a putative class action in the Northern District of California alleging unregistered sales of the COMP token as a security
• Counsel for Sino Global Management and other entities in a putative class action in the Southern District of Florida pertaining to the FTX collapse

Commercial litigation

• Counsel for GGC International Limited in litigation in the Southern District of New York against counterparty for counterparty’s failure to settle digital asset derivative trades

Amicus brief advocacy

• Counsel for Crypto Council for Innovation in the U.S. Supreme Court concerning the application to the digital assets industry of the extraterritoriality doctrine set forth in the Supreme Court’s landmark Morrison v. Nat’l Australia Bank Ltd., in support of a petition for a writ of certiorari
• Counsel for Blockchain Association in the Southern District of New York, in the SEC’s enforcement action against Ripple
• Counsel for Paradigm Operations LP in the Supreme Court for the State of New York, in the NYAG’s enforcement action against KuCoin, arguing that ETH should not be treated as a security

Regulatory advisory work

• Counsel for myriad DeFi protocols, exchanges, projects, DAOs, institutional traders, non-custodial wallet application companies, token issuers and institutional crypto liquidity providers, on SEC, CFTC, FinCEN and state regulations
• Counsel for several major DeFi protocol “grants programs” on structuring and regulatory issues
• Counsel for several major foundation companies supporting DeFi communities on structuring and regulatory issues
• Counsel for various investors on regulatory diligence on cryptocurrency and blockchain aspects of significant investments
• Counsel for several foreign cryptocurrency exchanges on United States regulatory matters

President-Elect, South Asian Bar Association New York
American Bar Association, Litigation Section
New York City Bar Association

Fordham University School of Law

• Merit Scholarship
• Archibald R. Murray Public Service Award

Fordham University at Lincoln Center

• Pi Sigma Alpha Honor Society
• President, South Asian Culture Club