THE PERSONALITY PROBLEM: CAN A DAO HAVE A LEGAL IDENTITY?

TOWARDS A PURPOSIVE THEORY OF DAO LEGAL PERSONALITY AND A MODEL LEGISLATIVE FRAMEWORK FOR INDIA

AUTHOR – KHUSHI PATEL, STUDENT AT UNITEDWORLD SCHOOL OF LAW, KARNAVATI UNIVERSITY

BEST CITATION – KHUSHI PATEL, THE PERSONALITY PROBLEM: CAN A DAO HAVE A LEGAL IDENTITY?, INDIAN JOURNAL OF LEGAL REVIEW (IJLR), 6 (7) OF 2026, PG. 423-437, APIS – 3920 – 0001 & ISSN – 2583-2344. DOI – https://doi.org/10.65393/IJLRV6I747

Abstract

Decentralized Autonomous Organisations (DAOs) constitute a structural rupture in the taxonomy of legal persons. Governed entirely by smart contract code, holding assets autonomously, and taking decisions through tokenized voting with no human directors or fixed domicile, DAOs resist assimilation into every existing Indian entity form. This paper maps that resistance systematically, testing the Companies Act 2013, the Limited Liability Partnership Act 2008, and the Trusts Act 1882 against the DAO’s architecture and finding each inadequate. It then undertakes comparative analysis of four jurisdictions—Wyoming, the Marshall Islands, the European Union, and Singapore—that have moved furthest in addressing the DAO personality problem, distilling a set of common design principles. Against this backdrop, the paper develops a purposive theory of legal personality, arguing that personality is best understood as an accountability device rather than a fiction, concession, or contractual label, and that this understanding affords the strongest justification for extending legal personality to DAOs. The paper concludes with a fully drafted model Companies (DAO Supplement) Act, 2026 for India—including nine operative sections—and a framework for recognising foreign-incorporated DAOs operating in the Indian market.

Keywords: DAO; legal personality; Companies Act 2013; smart contracts; blockchain governance; corporate law; token-based membership; Legal Compliance Officer; Wyoming DAO Act; MiCA