Expanding to the U.S.: What Web3 Founders Need to Know About Tax, Structure & Smart Strategy

At Semoto, we work with Web3 teams across the globe - from DeFi protocols and DAOs to legal experts and growth consultants. As we expand deeper into the U.S. market, one theme keeps coming up again and again:

Web3 founders are struggling to navigate tax and legal strategy in a regulatory environment that’s still catching up.

So here’s what we’ve learned - and what you need to know - about doing business in the U.S. as a Web3 company.

🏛 The Legal Landscape: It’s Still Guidance, Not Law

Despite headlines, much of U.S. crypto taxation is still governed by IRS “guidance” - not formal legislation. That means there’s room for interpretation, but also a serious need for credible legal positioning.

We’ve seen firsthand how poor advice or assumptions (like relying on hearsay from Twitter) can result in:

• Frozen treasuries

• Massive tax penalties

• Projects being forced to unwind profitable years due to misclassified income
  

The takeaway? Get real, qualified advice early. It’s cheaper than fixing a mess later.

🧠 Why Founders Need Legal + Tech Together

What makes some providers stand out is not just legal knowledge - it's how that knowledge connects to the reality of your operations. We’ve partnered with teams who don’t just offer tax opinions, but also provide tech-enabled reconciliation software trained on years of clean, manually validated blockchain data.

The result? Less guesswork. Faster audits. And stronger positions when regulators come knocking.

🏝️ What About Puerto Rico?

For U.S. founders or companies looking to optimize tax obligations, Puerto Rico is in a league of its own.

✅ 4% corporate tax ✅ 0% on some capital gains ✅ Growing Web3 and finance ecosystem

Yes, there are requirements - but for those who qualify, it’s not just a tax play. It’s a full business strategy with a real, vibrant network of crypto-native founders on the ground.

🏗 Where to Incorporate?

Beyond Puerto Rico, states like Wyoming, Texas, and Delaware remain top picks:

• Wyoming: Known for privacy, low cost, and crypto-friendliness

• Delaware: A corporate law standard, especially for larger companies

• Texas & Florida: No state income tax + growing tech hubs
  

Pro tip: Incorporating in one state doesn’t mean you have to operate there. Structure smart and file accordingly.

🔁 U.S. Founders Operating Abroad? Read This.

U.S. citizens are taxed based on citizenship, not residency. That means even if you're working from Dubai or Singapore, the IRS still expects a cut - unless you’re paying more taxes in your host country.

When structuring global operations, it’s not just about where you are - it’s about:

• Where the money is made

• Where it's held

• And how it flows back into the U.S. or to the final beneficiary
  

This is where smart entity design, tax treaties, and dividend flows can make or break your long-term strategy.

🔍 The #1 Mistake We See? Not Investing in Advice.

We’ve seen entire funds nearly collapse from tax missteps that could’ve been avoided with proper planning. Over and over again, we hear stories of founders who tried to “figure it out later” - and paid dearly for it.

Don’t be that founder.

💡 What We Offer at Semoto

Whether you're expanding to the U.S. or scaling globally, Semoto helps you navigate complexity with:

✅ Vetted legal and tax experts ✅ Specialized consulting for structuring and compliance ✅ Smart software integrations for digital asset reporting ✅ A growing network of trusted providers across jurisdictions

We’re not just a marketplace. We’re the connective tissue between bold ideas and real execution.

Explore the Semoto ecosystem and build with clarity:👉 semoto.io