Grain Ecosystem

As biochar and carbon removal mature, legal structuring and compliance are moving from “guardrails” to the actual scaffolding of trust. That trust determines which projects win financing, endure scrutiny, and scale. Our goal in this session: let climate ambition meet the rule of law. And be transparent about what “credible and investable” really requires. 

Prefer to watch? The webinar recording is available on our YouTube channel.  

On November 6, 2025, Grain Ecosystem hosted a live webinar, Carbon Removal Meets Compliance, featuring Jason Dodier, Grain’s Co-Founder, and Peter Mayer, Partner at Stairs Dillenbeck Finley Mayer PLLC (SDFM.nyc). Jason framed the market context from the developer and investor side, while Peter —an attorney who advises climate tech start-ups, project developers, and carbon market participants— brought practical guidance on contracts, permitting, MRV, and policy. Together, they explored how to structure biochar and carbon removal projects so they’re not only technically sound, but also compliant, financeable, and built to last. 

Market maturity and the “bankability” mismatch 

When Peter Mayer first began working with carbon dioxide removal (CDR) projects about three years ago, the market felt improvised. Legal documentation was often patched together, and financing conversations leaned heavily on optimism rather than structure. But in just a few years, that’s changed dramatically. The sector is maturing fast, and with that comes a new focus on what “bankability” really means. 

As Peter explained during the webinar, many developers and investors still use bankability as a catch-all term, when in fact it has very different meanings depending on the stage and type of project. Traditional infrastructure projects (like power plants or utilities) are built on predictable performance, steady revenues, and long-term contracts that make lenders comfortable. Biochar and other carbon removal facilities, however, are still early in their technological and commercial evolution. Their offtake agreements serve less as collateral and more as what Peter called a “seal of confidence”: a signal from buyers and partners that a project’s concept and team are credible. 

Jason Dodier added that confidence itself becomes a form of currency. Just as early energy-as-a-service projects relied on long-term offtakes to prove reliability, biochar developers today must show that their operations, feedstock sourcing, and carbon accounting will deliver consistent results. In this emerging market, trust is the first form of capital, and clear, well-structured contracts are the tools that build it. 

As the biochar market matures, getting the legal details right is becoming a key part of successful project development. Every facility operates within a web of relationships (landowners, suppliers, technology providers, credit buyers, investors, etc.) and each one brings its own set of risks. The right contracts don’t just formalize these relationships; they set the foundation for stability, trust, and financing. 

For projects built on leased land, Peter Mayer highlighted a recurring pitfall: unclear ownership of the credits generated by the facility. Without explicit language, landowners might later claim partial rights to carbon credits or revenues. A well-written lease should clearly state the developer’s right to install and operate the pyrolysis system, and their exclusive entitlement to the credits produced. “You don’t want to find out after commissioning that your landlord believes they own a share of your offsets,” Peter warned. 

Feedstock agreements also carry high stakes. Permits are typically issued based on the characteristics of the biomass being processed, like its origin, composition, and contamination levels. If suppliers deliver material outside those parameters, developers can inadvertently breach their permits. To prevent this, supply contracts should include strict quality specifications, documentation requirements, and predefined processes for testing and resolving disputes. In many cases, appointing an independent expert to make binding quality determinations can save time, cost, and conflict. 

Many biochar projects are co-located with existing operations (such as sawmills, timber processors, or agricultural producers) to take advantage of on-site residues. But shared sites bring shared complexity. Jason noted that overlapping ownership or feedstock supply can create confusion over who controls which parts of the operation or who benefits from the credits. Peter recommended joint venture agreements, or at least detailed memoranda of understanding, to define roles, responsibilities, and revenue splits. A clear mediation clause, he added, is invaluable when projects evolve faster than expectations. 

Both speakers underscored that contracts aren’t just about protecting against risk: they’re about creating the conditions for collaboration. When the details are clear from the beginning, developers, landowners, and investors can focus on scaling the project rather than untangling disputes. 

Carbon credit offtake: integrity, timelines, and standardization 

Carbon credit offtake agreements are the backbone of any carbon removal project, but they’re still far from standardized. Peter Mayer noted that this lack of uniformity often leads to confusion and risk, making clarity and transparency essential from the start. 

He advised developers to choose their standard early and build their entire workflow around it. Also, they should commit only to delivery schedules they can truly meet, include grace periods for verification delays, and clearly define when ownership and payment transfer between parties. Overpromising credit volumes or timelines, he warned, can quickly erode credibility.  

Jason added that integrity in MRV (monitoring, reporting, and verification) is what ultimately builds market confidence. Buyers care about MRV integrity and delivery certainty, and they’re wary of reputational risk. 

Bottom line: contracts are risk-mitigation tools. They don’t replace performance, but they can prevent misalignment from becoming a crisis. 

Permitting & zoning: start early, speak clearly 

Permitting can make or break a biochar project. It’s often where great ideas meet real-world complexity. In the US, regulations differ from state to state (and sometimes even between counties), which is why Peter urged developers to engage with local authorities early, before equipment ever arrives on-site.  

Structuring for finance: isolate risk, make diligence easy 

A project’s legal structure is more than paperwork: it’s the framework that determines how risk, ownership, and opportunity flow. As Peter explained, investors look for organization, and the way a company structures itself can make or break financing discussions.  

For small projects, a single project company may be enough. But as operations grow across multiple sites or states, setting up separate entities for each location helps contain risk and isolate liabilities. This structure also makes it easier for lenders to assess exposure and for investors to see where their capital fits. “Banks want to know what assets exist, where they sit, and what recourse they have if something goes wrong,” Peter said. 

Jason added that structure directly influences credibility with financiers. The more a developer demonstrates awareness of risk (from regulatory changes to feedstock variability), the more confidence investors gain. 

Your corporate structure should signal discipline and make it easy for capital to engage: 

On risk management, the conversation turned to insurance, an emerging marker of maturity in the carbon market. Beyond standard equipment and liability coverage, insurers are beginning to offer protection for carbon credit delivery failures, a sign that the sector is becoming more sophisticated. Peter noted that while these products are still developing, they could help stabilize transactions and build buyer confidence over time. 

Ultimately, structuring and insurance aren’t about eliminating uncertainty: they’re about making it visible and manageable, so that innovation can move forward with confidence. 

As biochar moves from innovation to implementation, policy is beginning to catch up. Peter Mayer described the current landscape as incredibly important but still fragmented, with federal, state, and local initiatives advancing at different speeds. While a full federal compliance market isn’t expected soon, emerging programs and tax incentives are already shaping how projects are designed and financed. 

One key example is the 45Q tax credit, which may soon include biochar as an eligible carbon removal pathway. Guidance from the IRS on measurement and verification (MRV) requirements for tax credit eligibility could have ripple effects across the voluntary carbon market, providing much-needed clarity on what constitutes credible and durable carbon removal. 

 and various state-level incentives) are beginning to layer additional support for biochar adoption. When combined, these mechanisms could make biochar one of the most accessible and financeable carbon removal options available to farmers and rural developers.  

Both speakers emphasized that policy and compliance frameworks will evolve through practice, not theory. Real-world projects will define what counts as measurable, verifiable, and bankable, and legal clarity will follow. In Jason’s words, the future of carbon removal law “will be written not just by policymakers, but by the practitioners building it today.” 

Jason closed the session by summarizing what developers can do today to build stronger, more investable projects. His advice was straightforward: start structured, stay transparent, and think long-term. 

Here’s what that looks like in practice: 

Choose your standard early. Your MRV framework will shape every compliance, credit, and financing decision down the line. 

 Document your agreements clearly. Define ownership of land, feedstock, and credits before the first permit is filed. 

 Engage regulators early. Build relationships with local authorities and clarify classifications to avoid costly rework. 

 Structure for growth. Separate entities and clean governance make financing easier and protect against cascading risk. 

Plan for delays. Include grace periods and dispute-resolution mechanisms in contracts to manage the unexpected. 

 Consider insurance. Delivery, liability, and equipment coverage are emerging tools to safeguard credibility. 

Markets run on confidence, and confidence should run on integrity. Standardized documentation, transparent MRV, and early regulatory engagement are the fastest route to financeable biochar projects that deliver real, durable climate impact. 

How to structure compliant, financeable biochar projects —contracts, permitting, MRV, policy signals, insurance, and risk management— drawn from a live conversation with attorney Peter Mayer. 

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<p></p><p>As biochar and carbon removal mature, legal structuring and compliance are moving from “guardrails” to the actual scaffolding of trust. That trust determines which projects win financing, endure scrutiny, and scale. Our goal in this session: let climate ambition meet the rule of law. And be transparent about what “credible and investable” really requires. </p><p><strong>Prefer to watch? The webinar recording is available on our YouTube channel.  </strong></p><p><iframe width="1153" height="649" src="https://www.youtube.com/embed/N-9I9byhmWM" title="Carbon Removal Meets Compliance: Navigating the Legal Landscape for Biochar Projects | Peter Mayer" frameborder="0" allow="accelerometer; autoplay; clipboard-write; encrypted-media; gyroscope; picture-in-picture; web-share" referrerpolicy="strict-origin-when-cross-origin" allowfullscreen></iframe> </p><p><a href="https://youtu.be/N-9I9byhmWM" target="_blank" rel="noopener noreferrer">(If the player isn’t visible, click to watch it directly on YouTube.)</a> </p><p>On November 6, 2025, Grain Ecosystem hosted a live webinar, Carbon Removal Meets Compliance, featuring Jason Dodier, Grain’s Co-Founder, and Peter Mayer, Partner at Stairs Dillenbeck Finley Mayer PLLC (SDFM.nyc). Jason framed the market context from the developer and investor side, while Peter —an attorney who advises climate tech start-ups, project developers, and carbon market participants— brought practical guidance on contracts, permitting, MRV, and policy. Together, they explored how to structure biochar and carbon removal projects so they’re not only technically sound, but also compliant, financeable, and built to last. </p><h2>Market maturity and the “bankability” mismatch </h2><p>When Peter Mayer first began working with carbon dioxide removal (CDR) projects about three years ago, the market felt improvised. Legal documentation was often patched together, and financing conversations leaned heavily on optimism rather than structure. But in just a few years, that’s changed dramatically. The sector is maturing fast, and with that comes a new focus on what “bankability” really means. </p><p>As Peter explained during the webinar, many developers and investors still use bankability as a catch-all term, when in fact it has very different meanings depending on the stage and type of project. Traditional infrastructure projects (like power plants or utilities) are built on predictable performance, steady revenues, and long-term contracts that make lenders comfortable. Biochar and other carbon removal facilities, however, are still early in their technological and commercial evolution. Their offtake agreements serve less as collateral and more as what Peter called a “seal of confidence”: a signal from buyers and partners that a project’s concept and team are credible. </p><p>Jason Dodier added that confidence itself becomes a form of currency. Just as early energy-as-a-service projects relied on long-term offtakes to prove reliability, biochar developers today must show that their operations, feedstock sourcing, and carbon accounting will deliver consistent results. In this emerging market, trust is the first form of capital, and clear, well-structured contracts are the tools that build it. </p><h2>Contracts that actually reduce risk </h2><p>As the biochar market matures, getting the legal details right is becoming a key part of successful project development. Every facility operates within a web of relationships (landowners, suppliers, technology providers, credit buyers, investors, etc.) and each one brings its own set of risks. The right contracts don’t just formalize these relationships; they set the foundation for stability, trust, and financing. </p><h3>1) Land use & leasing </h3><p>For projects built on leased land, Peter Mayer highlighted a recurring pitfall: unclear ownership of the credits generated by the facility. Without explicit language, landowners might later claim partial rights to carbon credits or revenues. A well-written lease should clearly state the developer’s right to install and operate the pyrolysis system, and their exclusive entitlement to the credits produced. “You don’t want to find out after commissioning that your landlord believes they own a share of your offsets,” Peter warned. </p><h3>2) Feedstock supply </h3><p>Feedstock agreements also carry high stakes. Permits are typically issued based on the characteristics of the biomass being processed, like its origin, composition, and contamination levels. If suppliers deliver material outside those parameters, developers can inadvertently breach their permits. To prevent this, supply contracts should include strict quality specifications, documentation requirements, and predefined processes for testing and resolving disputes. In many cases, appointing an independent expert to make binding quality determinations can save time, cost, and conflict. </p><p><em>Read </em><a href="https://grainecosystem.com/knowledge-hub/articles/6814f3dae44bb4f2fc862292" target="_blank" rel="noopener noreferrer"><em>How to Understand Your Biochar Quality</em></a><em> (Members only)</em></p><h3>3) Co-location and shared value </h3><p>Many biochar projects are co-located with existing operations (such as sawmills, timber processors, or agricultural producers) to take advantage of on-site residues. But shared sites bring shared complexity. Jason noted that overlapping ownership or feedstock supply can create confusion over who controls which parts of the operation or who benefits from the credits. Peter recommended joint venture agreements, or at least detailed memoranda of understanding, to define roles, responsibilities, and revenue splits. A clear mediation clause, he added, is invaluable when projects evolve faster than expectations. </p><p>Both speakers underscored that contracts aren’t just about protecting against risk: they’re about creating the conditions for collaboration. When the details are clear from the beginning, developers, landowners, and investors can focus on scaling the project rather than untangling disputes. </p><h2>Carbon credit offtake: integrity, timelines, and standardization </h2><p>Carbon credit offtake agreements are the backbone of any carbon removal project, but they’re still far from standardized. Peter Mayer noted that this lack of uniformity often leads to confusion and risk, making clarity and transparency essential from the start. </p><p>He advised developers to choose their standard early and build their entire workflow around it. Also, they should commit only to delivery schedules they can truly meet, include grace periods for verification delays, and clearly define when ownership and payment transfer between parties. Overpromising credit volumes or timelines, he warned, can quickly erode credibility.  </p><p>Jason added that integrity in MRV (monitoring, reporting, and verification) is what ultimately builds market confidence. Buyers care about MRV integrity and delivery certainty, and they’re wary of reputational risk. </p><p>Bottom line: contracts are risk-mitigation tools. They don’t replace performance, but they can prevent misalignment from becoming a crisis. </p><h2>Permitting & zoning: start early, speak clearly </h2><p>Permitting can make or break a biochar project. It’s often where great ideas meet real-world complexity. In the US, regulations differ from state to state (and sometimes even between counties), which is why Peter urged developers to engage with local authorities early, before equipment ever arrives on-site.  </p><p>The most reliable playbook: </p><ul class="bullet"><li value=1>Engage regulators early. Explain your feedstocks, operating conditions, emissions controls, utilities, and outputs. </li></ul><ul class="bullet"><li value=1>Mind classification. Whether your inputs are treated as biomass or waste can change your permits and timelines; avoid being misclassified as incineration where outdated definitions exist. </li></ul><ul class="bullet"><li value=1>Name the facility clearly. Framing as advanced recycling or carbon-negative manufacturing can help zoning boards understand intent. </li></ul><ul class="bullet"><li value=1>Document everything. Permit narratives should align with feedstock specs in your supply contracts. </li></ul><p><em>Read </em><a href="https://grainecosystem.com/knowledge-hub/articles/682b51ea3c1b819385ca0d9e" target="_blank" rel="noopener noreferrer"><em>Zoning and Permitting a Biochar Project</em></a><em> (Members only)</em></p><h2>Structuring for finance: isolate risk, make diligence easy </h2><p>A project’s legal structure is more than paperwork: it’s the framework that determines how risk, ownership, and opportunity flow. As Peter explained, investors look for organization, and the way a company structures itself can make or break financing discussions.  </p><p>For small projects, a single project company may be enough. But as operations grow across multiple sites or states, setting up separate entities for each location helps contain risk and isolate liabilities. This structure also makes it easier for lenders to assess exposure and for investors to see where their capital fits. “Banks want to know what assets exist, where they sit, and what recourse they have if something goes wrong,” Peter said. </p><p>Jason added that structure directly influences credibility with financiers. The more a developer demonstrates awareness of risk (from regulatory changes to feedstock variability), the more confidence investors gain. </p><p>Your corporate structure should signal discipline and make it easy for capital to engage: </p><ul class="bullet"><li value=1><strong>Small, single-site projects:</strong> one project company (SPV) can be fine. </li></ul><ul class="bullet"><li value=1><strong>Multi-site pipelines: </strong>Consider a holding company with site-level SPVs to isolate regulatory and operational risk by jurisdiction. You can also create one project company per location, especially when projects operate in different states with varying regulations. </li></ul><ul class="bullet"><li value=1><strong>Intellectual property and operations: </strong>Separate IP and operational entities when appropriate to protect core assets. </li></ul><ul class="bullet"><li value=1><strong>Raising venture capital: </strong>Form a Delaware C-Corp rather than an LLC, as most VC investors will not invest in LLC structures. </li></ul><p>On risk management, the conversation turned to insurance, an emerging marker of maturity in the carbon market. Beyond standard equipment and liability coverage, insurers are beginning to offer protection for carbon credit delivery failures, a sign that the sector is becoming more sophisticated. Peter noted that while these products are still developing, they could help stabilize transactions and build buyer confidence over time. </p><p>Ultimately, structuring and insurance aren’t about eliminating uncertainty: they’re about making it visible and manageable, so that innovation can move forward with confidence. </p><h2>Policy and the future of compliance </h2><p>As biochar moves from innovation to implementation, policy is beginning to catch up. Peter Mayer described the current landscape as incredibly important but still fragmented, with federal, state, and local initiatives advancing at different speeds. While a full federal compliance market isn’t expected soon, emerging programs and tax incentives are already shaping how projects are designed and financed. </p><p>One key example is the 45Q tax credit, which may soon include biochar as an eligible carbon removal pathway. Guidance from the IRS on measurement and verification (MRV) requirements for tax credit eligibility could have ripple effects across the voluntary carbon market, providing much-needed clarity on what constitutes credible and durable carbon removal. </p><p>Jason added that other programs (like <a href="https://grainecosystem.com/knowledge-hub/articles/687691e55e36c0dbe6ba0ab6" target="_blank" rel="noopener noreferrer">USDA’s Section 336</a> and various state-level incentives) are beginning to layer additional support for biochar adoption. When combined, these mechanisms could make biochar one of the most accessible and financeable carbon removal options available to farmers and rural developers.  </p><p>Both speakers emphasized that policy and compliance frameworks will evolve through practice, not theory. Real-world projects will define what counts as measurable, verifiable, and bankable, and legal clarity will follow. In Jason’s words, the future of carbon removal law “will be written not just by policymakers, but by the practitioners building it today.” </p><h2>Developer checklist </h2><p>Jason closed the session by summarizing what developers can do today to build stronger, more investable projects. His advice was straightforward: start structured, stay transparent, and think long-term. </p><p>Here’s what that looks like in practice: </p><p><strong>1. </strong>Choose your standard early. Your MRV framework will shape every compliance, credit, and financing decision down the line. </p><p><strong>2.</strong> Document your agreements clearly. Define ownership of land, feedstock, and credits before the first permit is filed. </p><p><strong>3.</strong> Engage regulators early. Build relationships with local authorities and clarify classifications to avoid costly rework. </p><p><strong>4.</strong> Structure for growth. Separate entities and clean governance make financing easier and protect against cascading risk. </p><p><strong>5. </strong>Plan for delays. Include grace periods and dispute-resolution mechanisms in contracts to manage the unexpected. </p><p><strong>6.</strong> Consider insurance. Delivery, liability, and equipment coverage are emerging tools to safeguard credibility. </p><h2>Conclusion </h2><p>Markets run on confidence, and confidence should run on integrity. Standardized documentation, transparent MRV, and early regulatory engagement are the fastest route to financeable biochar projects that deliver real, durable climate impact. </p><h2>Related Content </h2><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/68af5254b1d72ab2d7467ef7" target="_blank" rel="noopener noreferrer">Securing Your Feedstock: How to Prove it’s Sustainable</a> <em>(Members only)</em></li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/688a6eb62492b585355e9fd3" target="_blank" rel="noopener noreferrer">The Importance of Laboratory Testing in Biochar Projects</a> <em>(Members only)</em></li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/682b51ea3c1b819385ca0d9e" target="_blank" rel="noopener noreferrer">Zoning and Permitting a Biochar Project</a> <em>(Members only)</em></li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/6814f3dae44bb4f2fc862292" target="_blank" rel="noopener noreferrer">How to Understand Your Biochar Quality</a> <em>(Members only)</em></li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/687691e55e36c0dbe6ba0ab6" target="_blank" rel="noopener noreferrer">Understanding NRCS Code 336: Soil Carbon Amendment</a> <em>(Members only)</em></li></ul><h2>Watch all Grain Webinars </h2><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/68e6a74f3933aa4c973a0716" target="_blank" rel="noopener noreferrer">Biochar in Bloom: Lessons from Okaw Valley Orchard</a> with Mike Mitchell. </li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/6883a7802492b585355e77ee" target="_blank" rel="noopener noreferrer">The Green Bridge: Non-Traditional Finance for Biochar</a> with Adam Fraser. </li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/67b75ae223e6759660f119ad" target="_blank" rel="noopener noreferrer">Advancing CDR: From Start-Up to Scale-Up</a> with Robert Höglund. </li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/6751f73e593a512d338ee036" target="_blank" rel="noopener noreferrer">Building Biochar Markets for Value & Scale: Webinar Recap</a> with Myles Grey and Bernardo Del Campo. </li></ul><ul class="bullet"><li value=1><a href="https://grainecosystem.com/knowledge-hub/articles/67092f5e79685344119a953f" target="_blank" rel="noopener noreferrer">Dirt to Dollars. Unearthing the Science of Sustainable Investment</a> with Ryan Letourneau, Alicia Klepfer and Jason Dodier. </li></ul>