On May 8, 2025, the Securities and Exchange Commission (“SEC”) held the 31st International Institute for Securities Market Growth and Development. Commissioner Peirce used this opportunity to discuss an approach to regulating the tokenization of traditional securities—in other words, issuing
Corporate & Commercial
This Texas Case Illustrates Why Delaware Are Choosing Nevada
Bright-eyed Athena, the goddess of wisdom, was not birthed of a woman. Rather, she sprang from the head of Zeus after he swallowed Metis, the pre-Olympian goddess of wisdom:
ἣ δ᾽ αὐτίκα Παλλάδ᾽ Ἀθήνην κύσατο: τὴν μὲν ἔτικτε πατὴρ ἀνδρῶν τε θεῶν τε πὰρ κορυφὴν Τρίτωνος (Then in a flash, she [Metis] conceived Pallas…
LLC Minority Member Gets Caught in His Own “Wolverine Trap”
This week’s New York Business Divorce discusses a case involving an LLC member dispute in which the plaintiff was hoisted on his own petard or, to paraphrase an email that came to light in discovery, stepped into his own “wolverine…
Some Problems are Timeliness, Some Are Substantive
Rotonde v Stewart Title Ins. Co. 2025 NY Slip Op 50728(U) Decided on May 6, 2025 Supreme Court, Westchester County Jamieson, J. is interesting as it deals with real estate fraud, and legal malpractice, although not regarding this particular dependent.…
Arnold & Porter Discusses SEC Staff Issuance, Revision, and Withdrawal of C&DIs for Rule 10b5-1
On April 25, 2025, the SEC Staff issued two new Compliance and Disclosure Interpretations (C+DIs) with respect to Rule 10b5-1. Under the first (Qu. 120.32), the Staff advised that purchases and sales of issuer securities pursuant to a self-directed “brokerage…
Shadow SEC: FCPA Books and Records Requirements Must Be Vigorously Enforced
President Trump signed on February 10 an executive order (the “Executive Order”)[1] directing the U.S. Attorney General over the next 180 days to (i) review the guidelines and policies governing investigations and enforcement actions under the Foreign Corrupt Practices…
The Post-Jarkesy, Atkins SEC
Sarah Abrams
We are now well into the new Trump administration. The President’s nominee to head the SEC, Paul Atkins, has now been sworn in. At the same time, the SEC is also dealing with the fallout from the U.S.…
FTC’s Unfair/Deceptive Fees Rule Takes Effect
The Federal Trade Commission’s (FTC) Rule on Unfair or Deceptive Fees, 16 C.F.R. Part 464, is effective as of May 12, 2025. According to the FTC’s recent press release, the Rule “prohibits bait-and-switch pricing and other tactics used to…
Injunction Denied Because of Imbalance of Equities
By John Lundin
On April 25, 2025, Justice Chan of the New York County Commercial Division issued a decision in Colle Capital Partners I, L.P. v. Automaton, Inc., 2025 NY Slip Op. 31479(U), denying a preliminary injunction because of an imbalance in…
More Scholarship on SB 21
The fusillade of learned commentary on recent developments in Delaware corporate law, known colloquially as SB 21, continues apace. The Delaware Legislature passed legislation in March that statutorily defines controlling shareholder and director independence, via an amendment to DGCL Section…