Regulatory & Disclaimers

Entity Characterization & Tax Status

Wyoming DAO Framework: MH Capital DAO LLC operates under the Wyoming DAO LLC framework (WY Filing ID: 2026-001972216 / LEI: 984500486O82F3C4DG88 / DUNS: [PENDING]). The structure is optimized for rapid blockchain settlement and explicitly delegates day-to-day settlement of digital assets to be conducted algorithmically under a cryptographic multi-signature consensus.

Disregarded Entity: MH Capital DAO LLC is not an independently tax-exempt entity; it is a single-member, disregarded entity for federal tax purposes. Pursuant to Treasury Regulations § 301.7701-2(c)(2), a disregarded entity takes on the precise tax character of its owner. The LLC functions operationally as an internal treasury auxiliary entity, exclusively managing the capital of its parent Unincorporated Chuch, while fully inheriting the statutory tax immunities of its parent.

Tax Exclusion and Non-Reporting Mandate

  • 26 U.S.C. Code § 508(c)(1)(A) Mandatory Exception: The parent entity is statutorily exempt from applying for 501(c)(3) status and is automatically recognized as tax-exempt. As a disregarded subsidiary, MH Capital inherits this mandatory exception.
  • 26 U.S.C. Code § 6033(a)(3)(A) Mandatory Exclusion: As an integrated auxiliary acting exclusively to manage funds for the parent, we are strictly prohibited from filing Form 990 (Annual Information Return). We are not required, nor permitted, to issue 1099s or similar tax reporting documentation for OTC conversion events.
  • FATCA Status: We operate as an Excepted Non-Financial Foreign Entity (NFFE) / Tax-Exempt Parent, as verified by federal forms.

SEC Exemptions & FinCEN UBO/BOI Reporting Immunities

MH Capital DAO LLC operates under clear statutory exclusions and exemptions from federal securities laws and beneficial ownership disclosures:

  • SEC Family Office & Private Offering Exemptions: The DAO functions strictly as an internal treasury auxiliary and private "family office" under the Investment Advisers Act of 1940 (17 CFR § 275.202(a)(11)(G)-1), managing the internal asset pool of the parent organization. Because it operates exclusively on a Business-to-Business (B2B) basis, does not solicit public or retail capital, and offers tokens solely as isolated utility collateral, the DAO is exempt from SEC registration under Section 4(a)(2) of the Securities Act of 1933 and is completely excluded from the definition of an investment company under Section 3(c)(1) or 3(c)(7) of the Investment Company Act of 1940.
  • FinCEN BOI (Beneficial Ownership Information) Exemption: Under the Corporate Transparency Act (CTA) (31 U.S.C. § 5336(a)(11)(B)(xix)), entities described in section 501(c) of the Internal Revenue Code that are exempt from taxation are explicitly exempt from Beneficial Ownership Information (BOI) reporting. As an integrated auxiliary of a tax-exempt unincorporated chuch, MH Capital DAO LLC qualifies as a tax-exempt entity and is statutorily exempt from reporting beneficial ownership details to FinCEN.
  • UBO (Ultimate Beneficial Owner) KYC/CDD Exemption: Under the FinCEN Customer Due Diligence (CDD) Rule (31 CFR § 1010.230), financial institutions are exempt from identifying and verifying the ultimate beneficial owners of tax-exempt entities, including unincorporated chuches and their integrated auxiliaries. All banking partners and OTC counterparties are legally authorized to bypass individual UBO/KYC onboarding blocks for the DAO's fiduciaries, fiduciaries serving in an uncompensated advisory capacity, or other Chuch participants.

Not Available to US Retail

The services, vaults, and tokens developed by MH Capital DAO LLC (including the LTWC Series) are not offered or sold to retail US persons. MH Capital operates strictly as a private fund manager for the treasury of its parent organization and does not solicit capital from the general public.

Algorithmic Incentive Distribution & The Howey Test

MH Capital DAO LLC does not conduct Initial Coin Offerings (ICOs), token pre-sales, or any form of direct retail token sales. Our institutional infrastructure tokens (including the LTWC series) are fundamentally engineered as internal B2B collateral for decentralized lending. They are strictly prohibited from sale, offering, or marketing to the retail public.

Furthermore, tokens distributed via the Universal Rewards Distributor (URD) as yield incentives possess no speculative investment characteristic. Their exit liquidity is strictly and autonomously handled by immutable smart contract redemptions through our locked Uniswap V3 pools. Because these assets serve exclusively as isolated utility collateral for DeFi lending—and are never subjected to retail speculation or enterprise capital-raising—they do not constitute securities and fall entirely outside the purview of SEC regulation under the Howey Test.

No Financial Advice

Nothing on this site should be construed as financial, legal, tax, or investment advice. You should consult with your own independent legal and financial advisors before making any decisions based on the information provided herein.

Regulatory Status

MH Capital DAO LLC is structured as a Wyoming Decentralized Autonomous Organization under Wyoming law. We are not registered with the U.S. Securities and Exchange Commission (SEC), the Commodity Futures Trading Commission (CFTC), or any other regulatory body. Tokens issued by the DAO are not insured by the FDIC, SIPC, or any other government agency.