Last month, the SEC issued a No Action Letter interpreting Rule 506(c) that effectively provides a streamlined path for private fund sponsors to conduct an exempt general solicitation offering pursuant to Regulation D of the Securities Act of 1933. The guidance...
Corporate & Securities
Corporate Transparency Act Significantly Narrowed by FinCEN to Exempt U.S. Entities and U.S. Persons
FinCEN Narrows CTA Reporting Requirements On March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) issued an interim final rule to significantly narrow the applicability of the Corporate Transparency Act (CTA) reporting rule to apply solely to foreign...
OTC Markets Launches New Market Tier: OTC Pink Companies Must Act Now to Avoid Downgrade
Starting July 1, 2025, the OTC Markets Group will introduce OTCID Basic Market, replacing the current Pink Current tier. The OTC believes that this change will enhance transparency and provide investors with clearer insights into the level of disclosure and engagement...
The Case of the Missing Head: The Cleveland Museum of Art to Return Statue to Türkiye
Background In 2023, the New York County Manhattan District Attorney’s Antiquities Trafficking Unit, or NYATU, had seized a statue in the collection of the Cleveland Museum of Art for repatriation to the Republic of Türkiye. CMA acquired the 2nd-century headless statue...
The Treasury Department Introduces a New Twist in the CTA Saga
On March 2, 2025, the U.S. Department of Treasury threw a new twist into the ongoing Corporate Transparency Act (CTA) enforcement saga by announcing that it will not enforce any fines or penalties against any U.S. citizens or domestic reporting companies that fail to...
OpenAI’s Governance Overhaul to Prevent Hostile Takeover
Strengthening Board Control OpenAI is exploring governance changes that would grant its nonprofit board enhanced voting rights to prevent a hostile takeover by Elon Musk. This move follows Musk’s $97.4 billion bid, which was rejected by OpenAI’s board, and his legal...
The Corporate Transparency Act Returns: What You Need to Know
Beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again back in effect. In the latest in a line of dizzying decisions surrounding the CTA, in Smith v. U.S. Department of the Treasury, the U.S. District...
Client Alert: Executive Order Suspends Enforcement of Foreign Bribery Law
On February 10, 2025, President Donald J. Trump signed an Executive Order pausing enforcement actions under the Foreign Corrupt Practices Act (FCPA), citing concerns that excessive enforcement was harming American businesses and national security interests. The order...
CTA Reporting Remains Voluntary Despite Recent Supreme Court Decision
On January 23, 2025, the U.S. Supreme Court stayed a nationwide preliminary injunction issued in Texas Top Cop Shop, Inc. et al. v. Garland et al., creating further legal uncertainty surrounding the Corporate Transparency Act (CTA). Despite this ruling, the Financial...
Breach of Trust? Baker Mayfield Sues Father in $12 Million Business Dispute
On November 22, 2024, NFL star Baker Mayfield, his wife Emily Mayfield, and their business entity Team BRM, LLC (collectively, “Plaintiffs”), filed a lawsuit in the United States District Court, Western District of Texas, against several businesses owned or operated...