KEY U.S. FEDERAL AND GLOBAL DEVELOPMENTS Since 2023, there has been a wave of significant tax and regulatory developments affecting digital assets in the United States and abroad. To help clients stay grounded amid rapid change, we’ve prepared a brief, focused review of several of the most important updates. What follows is a concise summary […]
SEC Chairman Paul S. Atkins has signaled a shift in how the Commission approaches the Wells process, announcing a series of procedural refinements aimed at standardizing and clarifying how the SEC handles pre-enforcement notice and response. In his keynote address at Fordham Law School’s 25th Annual A.A. Sommer, Jr. Lecture on Corporate, Securities, and Financial […]
On September 2, 2025, the U.S. Securities and Exchange Commission’s (“SEC”) Division of Trading and Markets and the U.S. Commodity Futures Trading Commission’s (“CFTC”) Divisions of Market Oversight and Clearing and Risk (together, the “Divisions”) issued a joint staff statement (the “Joint Statement”) as part of a new cross-agency initiative titled Project Crypto–Crypto Sprint.1 Project […]
Recent leadership changes at the Securities and Exchange Commission may signal a recalibration of how Advisers Act Rule 206(4)-8 is enforced. With Chairman Paul Atkins back at the helm, the Commission’s long-standing reliance on a negligence-based standard could soon come under review. Background: Goldstein and the Adoption of Rule 206(4)-8 Rule 206(4)-8 was adopted in […]
As your business grows, your company may begin operating in states other than the original state of organization or incorporation, such as hiring employees in another state, signing contracts (and providing goods or services) with out-of-state clients, or opening a second location. What many business owners don’t realize is that crossing state lines in these […]
In the business world, a company’s proprietary information is one of its most valuable assets. For instance, a company’s product concept, financial data, client list, or development strategy all have enormous value that is particular to each company. If a company’s sensitive information is disclosed without protection, it can be difficult or impossible to regain […]
The regulatory landscape for crypto asset markets is evolving at a pace that is testing the adaptability of market participants, lawmakers, and regulators alike. In recent months, legislative proposals, executive orders, and agency initiatives have combined to signal a potential shift in how digital assets will be regulated in the United States.1 State securities regulators, […]
On July 29, 2025, the U.S. Securities and Exchange Commission issued Release No. 34-103571, granting accelerated approval to a suite of proposed rule changes submitted by The Nasdaq Stock Market LLC, Cboe BZX Exchange, Inc., and NYSE Arca, Inc. (the “Exchanges”). These rule changes permit a select group of Bitcoin– and Ether-based Commodity-Based Trust Shares […]
On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (the “OBBBA”), which has introduced major changes to the U.S. Internal Revenue Code (the “IRC”). Many of these changes extend President Trump’s 2017 tax cuts that were set to expire, and the OBBBA also includes new tax cuts and deductions that could impact […]
The One Big Beautiful Bill Act (the “Act”), signed into law on July 4, 2025, established a new deduction regime on overtime pay and tips that has garnered significant attention. Workers can now deduct up to $12,500 in overtime pay and up to $25,000 in reported tips when filing their federal tax returns. Workers will not see the impact of this law change until filing their […]
The Nation Venture Capital Association, an organization comprised of members representing both the interests of startups and venture capital firms (NVCA), first developed the suite of agreements commonly referred to as the “NVCA model legal documents” over a decade ago and have since adopted revised forms to reflect both changes in legislation and trends in the emerging company ecosystem. What hasn’t changed is the basic format substantive content of each of the following five primary documents: (1) Amended and Restated Certificate of Incorporation; (2) Stock Purchase Agreement; (3) Investors’ Rights Agreement; (4) Voting Agreement; and (5) Right of First Refusal and Co-Sale Agreement. Below is a relatively high-level summary of the NVCA documents and is not intended to capture the entire universe of provisions and issues addressed by the full text of such documents.
Introduction to Venture Capital Securing venture capital is a pivotal step for early-stage scaling companies aiming to expand. Venture capitalists (VCs) provide essential funding in exchange for equity stakes, enabling startups to accelerate their development and market reach. This guide outlines how to find venture capital, when to seek it, and effective strategies for attracting venture […]
Introduction to Angel Investors Securing funding is a pivotal step for early-stage scaling companies aiming to expand their operations. Angel investors can be a valuable source of funds, both at the ideation stage, and particularly for businesses that have already developed a product or service and are ready to take their growth to the next […]
In a continuing series of judicial actions, on December 26, 2024, a merits panel of the Fifth Circuit Court of Appeals issued an order (the “Merit Panel Order”) reinstating the nationwide preliminary injunction enjoining enforcement of the Corporate Transparency Act (“CTA”) and the Reporting Rule, including the impending reporting deadlines, by vacating a stay of […]
I often have conversations about financing with passionate entrepreneurs. The advice I give is that before approaching financing sources, it’s critically important to make sure that the company’s “foundational puzzle pieces” are in place in order to increase the probability of fundraising success. Unless each of the four is in place, you’re likely to create a negative first impression.