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 […]
The U.S. Securities and Exchange Commission announced it will host a public roundtable on September 18, 2025, to re-examine the Order Protection Rule (Rule 611 of Regulation NMS) and its parallels in the listed options markets. The discussion will center on the rule’s “trade-through” prohibitions, which require trading centers to implement reasonable policies and procedures […]
Key Takeaways Crossing State Lines: What Triggers a Qualification Requirement? 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 […]
Key Takeaways What Is a Non-Disclosure Agreement? A non-disclosure agreement, or NDA, is a legally binding contract that prevents one or more parties from sharing confidential business information with unauthorized third parties. NDAs are commonly used when hiring employees and contractors, during merger and acquisition discussions, and when entering strategic partnerships. While NDAs are a […]
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 August 6, 2025, the U.S. Court of Appeals for the Ninth Circuit issued its opinion in Powell v. SEC, No. 24-1899, rejecting a facial challenge to the U.S. Securities and Exchange Commission’s longstanding “no-admit/no-deny” settlement policy codified in Rule 202.5(e) (the “Rule”), colloquially referred to as the “gag rule.” The unanimous decision leaves intact […]
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 […]
On January 21, 2025 (the “Effective Date”), President Trump issued an executive order (no. 14173) entitled “Ending Illegal Discrimination and Restoring Merit-Based Opportunity” (the “Executive Order”). This Executive Order significantly changes federal contractors’ compliance requirements and obligations under federal law, although it contains a 90-day grace period. Our firm released two client alerts (the “Client Alerts”) detailing the impact of the Executive Order and the two cases affecting its enforceability. On […]
Key Takeaways 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 […]
Key Takeaways 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 […]
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.
Equity financing is a pivotal stage for startups seeking to scale operations and gain market traction. Understanding the terms that venture capital investor will request in connection with an equity investment, typically first encountered within a term sheet, is crucial for entrepreneurs to make informed decisions and protect their interests. The National Venture Capital Association […]