On December 5, 2024, the Department of Justice appealed the preliminary injunction to the Fifth Circuit Court of Appeals. FinCEN also posted a public notice on its website that “[w]hile this litigation is ongoing, FinCEN will comply with the order… for as long as it remains in effect. Therefore, reporting companies are not currently required to file their beneficial ownership information with FinCEN and will not be subject to liability if they fail to do so while the preliminary injunction remains in effect. Nevertheless, reporting companies may continue to voluntarily submit beneficial ownership information reports.”

As a result of the preliminary injunction, companies that would otherwise be required to report to FinCEN are excused from doing so until further notice. The CTA applies to over 30 million companies (domestic and foreign) doing business in the United States, while FinCEN estimates that over 26 million companies have not yet filed reports.

FINRA recently adopted important changes to FINRA Rule 3240 to tighten restrictions on borrowing and lending arrangements between registered persons and their customers. The changes go into effect on April 28, 2025, and broker-dealers should be taking steps now to prepare. This client alert breaks down what the changes mean and outlines key implementation considerations.

The fifth anniversary of the effective date of the California Consumer Privacy Act (CCPA) arrives in January 2025. As we approach the end of another year filled with evolving privacy laws in California and twenty other states, now is the time for a critical review of your privacy policies and practices.

In Moelis, Vice Chancellor J. Travis Laster, writing for the Delaware Court of Chancery, ruled that certain rights granted to a founding stockholder in a stockholders' agreement were facially invalid as they impermissibly constrained the board of directors' authority. These rights included certain pre-approval requirements, board composition rights, and a committee composition right.

On September 4, 2024, the California Attorney General’s office reached a $3.9 million settlement with a cryptocurrency trading platform. This marks the first public enforcement action by the California Department of Justice against a cryptocurrency company, as well as the first application of the state's commodity laws to cryptocurrency. While the CA DOJ’s focus on consumer protection is commendable, the Settlement exhibits features of “regulation by enforcement.” Its lack of specific legal guidance leaves cryptocurrency companies uncertain about how California laws apply to their operations.

This Client Alert summarizes a newly adopted Illinois law that amends the Illinois Human Rights Act to address the use of AI for employment-related decisions that could have the effect of discriminating on the basis of race, color, sex, sexual orientation, or other protected classes.

USPTO Guidance on Use of Artificial Intelligence-Based Tools in Practice Before the United States Patent and Trademark Office acknowledges that AI tools have the potential to lower the barriers and costs of practicing before the Office as well as helping law practitioners offer services to their clients with improved quality and efficiency. Guidelines allow use of AI in IP drafting, contingent upon review by a patent practitioner, as evidenced by the practitioners signatures on filing documents.

Plaintiffs seeking to file class-action lawsuits arising out of a cybersecurity event will have a high bar to clear with the passage of HB2434, a new law in Tennessee which restricts entities from being held liable absent “willful and wanton misconduct” or “gross negligence.” Tennessee has joined the ranks of a small, but growing number of states to pass legislation providing some relief to organizations after they are victimized by cybercriminals.

Following the U.S. Trade Representative’s recommendations, President Biden has announced increased tariffs on $18 Billion of Chinese imports across strategic U.S. sectors which include steel and aluminum, semiconductors, electric vehicles, batteries, critical minerals, solar cells, ship-to-shore cranes, and medical products.

FTC introduces ban on worker non-competes. M&A participants should assess impact of ban in coming deals.

Washington’s My Health My Data Act is now in effect and significantly expands the scope of regulated information to any “consumer health data” that identifies a consumer's past, present, or future physical or mental health status. The Act has broad applicability for businesses, including non-profits, that offer goods or services to Washington residents, and there is no applicability threshold. Among the requirements is the posting of a separate consumer health privacy notice on the business’s website.

On March 6, 2024, the SEC issued its final rules “to enhance and standardize climate-related disclosures by public companies and in public offerings.” This client alert reviews the new disclosure requirements for reporting companies.

This client alert examines the mechanics of the cramdown round and suggests steps the board and lead investors can take to lessen the threat of legal liability from non-participating investors.

On January 30, 2024, the Delaware Court of Chancery rescinded Tesla's January 2018 grant to CEO Elon Musk of performance-based stock options with a potential $55.8 billion maximum value and a $2.6 billion grant date fair value. The lawsuit was filed derivatively against Musk, in his capacity as Tesla’s controlling shareholder and director, and against certain other Tesla directors. This Client Alert explores this critical decision.

(In Japanese) On January 30, 2024, the Delaware Court of Chancery rescinded Tesla's January 2018 grant to CEO Elon Musk of performance-based stock options with a potential $55.8 billion maximum value and a $2.6 billion grant date fair value. The lawsuit was filed derivatively against Musk, in his capacity as Tesla’s controlling shareholder and director, and against certain other Tesla directors. This Client Alert explores this critical decision.

It is estimated that over 30 million US companies will be required to comply with the Corporate Transparency Act. This Client Alert considers the implications of the CTA for US companies, with a focus on large companies and groups that may incorrectly assume that they are exempt from the CTA.

The Corporate Transparency Act (the “CTA”) went into effect on January 1, 2024. The CTA seeks to counteract money laundering, fraud and other illegal activity by imposing ownership disclosure requirements on private companies in the United States to an unprecedented extent. This Client Alert considers the implications of the CTA for foreign companies and foreign owners of US companies.