Wrapper Architecture as Coordination Device: Multiple Equilibria in Autonomous-Agent Organizations

Abstract

Decentralized autonomous organizations (DAOs) and AI-agent systems combine cryptographic execution with blockchain-based governance, yet observed organizations almost universally com bine these mechanisms with a conventional legal entity—a foundation, statutory DAO form, or limited liability wrapper. I develop a stylized model in which token-holders jointly determine wrapper choice and governance concentration, generating multiple equilibria: an inefficient trap in which the wrapper coalition cannot form because no holder will absorb the front-loaded fixed cost alone, and an efficient wrapper equilibrium in which the coalition reaches scale and amortizes fixed costs effectively. The trap is an empirically grounded coordination problem rather than an analytical artifact, and a global-games selection argument identifies the threshold at which insti tutional design tips the system between equilibria. The framework reframes the CFTC v. Ooki DAO ruling, the Wyoming DAO LLC and DUNA statutes, and AI legal personhood debates as questions of equilibrium selection rather than of substantive cost allocation, and bounds the “Coasean singularity” claim that AI agents dramatically reduce transaction frictions.

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