Publications

On May 22, 2025, the House of Representatives passed H.R. 1, the “One Big Beautiful Bill Act” (the “Bill”). Among its numerous proposed amendments to U.S. income tax law, the Bill would eliminate, for most future projects, the federal clean electricity production tax credit and clean electricity investment tax credit, which had each previously been expanded under the Inflation Reduction Act of 2022 (the “IRA”). The Bill also imposes broad “prohibited foreign entities” restrictions. These...

On April 17, 2025, the Supreme Court unanimously reversed and remanded the Second Circuit’s dismissal of an ERISA claim that was brought by plan participants alleging that their employer and other plan fiduciaries violated §1106(a)(1)(C) [1] by causing the plans to engage in prohibited transactions for recordkeeping services. Cunningham v. Cornell Univ., 145 S. Ct. 1020 (2025) (Sotomayor, J.). The Second Circuit had held that “the exemptions to §1106(a)’s prohibited transactions contained in...

Introduction In a major development, the Staff of the Division of Trading and Markets of the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”) released a new set of Frequently Asked Questions (the “FAQs”) designed to provide further guidance concerning the application of the federal securities laws to crypto asset activities involving broker-dealers and transfer agents.[1] The SEC Staff and FINRA Staff also withdrew their 2019 Joint Staff Statement on Broker-Dealer Custody...

Practice News: Sustainability and ESG Partner and Practice Lead Leah Malone moderated a panel at the 13th Private Equity New York Forum, “Sustainable Investing: Strategies for Long-Term Success,” on May 14. Sustainability and ESG Counsel Emily Holland spoke on ESG & sustainability regulatory developments, shifts and decentralization to sustainability professionals in the Trellis Network on May 13. Emily Holland presented on an ABA Business Law Section Spring Meeting Corporate...

Yesterday, Texas Governor Greg Abbott signed into law bipartisan legislation (the “New Legislation”) enacting significant amendments to the Texas Business Organizations Code (TBOC). The New Legislation is part of a broader, concerted effort by Texas to compete with Delaware as the “jurisdiction of choice” in which to domicile public and private business organizations. The New Legislation follows on the heels of the formation of the Texas Business Court, a specialized trial court created to...

On Monday, the Criminal Division of the U.S. Department of Justice (DOJ) issued three new documents relevant to the Division’s guidelines on self-reporting misconduct, whistleblowers, corporate compliance monitors, and enforcement priorities for investigating and prosecuting corporate crimes in the Trump Administration. First, the Criminal Division attempts to provide additional concrete incentives to companies that self-report, through an updated Corporate Enforcement and Voluntary...

On April 24, 2025, the Federal Reserve became the third federal banking agency to lift Biden-era restrictions and regulatory notification requirements on banking organizations’ involvement in crypto-related activities. Together with the withdrawal from interagency guidance on crypto-related risk management by each of the federal banking agencies, these recent actions by the banking agencies reflect a significant shift in regulatory posture towards banks’ crypto-related activities, from “careful...

Today, the Department of Justice’s (“DOJ”) final rule implementing Executive Order 14117 on Preventing Access to Americans’ Bulk Sensitive Personal Data and United States Government-Related Data by Countries of Concern (the “Final Rule”) took effect, creating the most comprehensive regulatory regime yet to restrict the transfer of, and access to, U.S. sensitive personal data. The Final Rule was issued in December of last year and regulates transfers of U.S. sensitive personal data through data...