On Friday, September 18, 2026, the U.S. Department of Justice (DOJ) announced revisions to two Justice Manual sections governing False Claims Act (FCA) enforcement. The revisions narrow DOJ’s enforcement approach in two respects. First, DOJ revised Justice Manual § 1-19.000
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Treasury Imposes First Penalty Under the Outbound Investment Security Program
On October 7, 2026, the U.S. Department of the Treasury (Treasury) announced that it had issued the first civil monetary penalty under the Outbound Investment Security Program (OISP) in July 2026.[1] Treasury penalized Amidi, LLC (Amidi), a U.S. entity,…
New Home, New Rules: Texas Business Court Holds Texas Pre-Suit Demand Rules Apply to Shareholder Derivative Suit Alleging Pre-Reincorporation Misconduct
On October 2, 2026, in Guillaume v. Armstrong,[1] Judge Andrea K. Bouressa dismissed a shareholder derivative action against Coinbase Global, Inc. (Coinbase) and its directors, holding that Texas law, rather than Delaware law, governs a shareholder’s standing and authority…
SEC Proposes Significant Amendments to Enhance Retail Exposure to Private Markets
On September 30, 2026, the Securities and Exchange Commission (SEC) proposed several amendments to existing rules in a package (collectively, the Proposal) that would, if adopted as proposed, significantly expand retail investor access to private markets through regulated fund structures.…
SEC Rescission of the Pay-to-Play Rule: How Much Better Off Are Investment Advisers?
The proposed rescission of Rule 206(4)-5 (the Pay-to-Play Rule) under the Investment Advisers Act of 1940 (the Advisers Act) by the Securities and Exchange Commission (the SEC) has generally been celebrated by industry participants and observers. However, the relief may…
Reminder: September 30 EDGAR Next Annual Confirmation Deadline Approaching!
Since the EDGAR Next transition went live last year, SEC filers have had to adjust to a new set of account management obligations. Among these is the annual confirmation requirement; each year, one of a filer’s account administrators must log…
SEC Proposes to Modernize Proxy Solicitation Rules
On September 16, 2026, the SEC proposed a package of amendments intended to modernize the federal proxy solicitation rules. The proposal targets several paper-era or otherwise outdated requirements whose original rationale has largely been displaced by EDGAR, electronic communication and…
SEC Proposes to Rescind Rule 14a-8 and Amend Rule 14a-4: What This Means for Issuers
On September 16, 2026, the SEC issued its much-anticipated proposal to rescind Rule 14a-8 under the Securities Exchange Act of 1934 (the Exchange Act), the shareholder proposal rule, in its entirety. If adopted, the proposal would eliminate the federal framework…
Financing the Data Center Boom: The Investment Opportunity, the Risks, and the Capital Solutions Taking Shape
This is the first in a series of articles examining the rapidly evolving landscape of data center financing. Future installments will take a closer look at specific capital solutions — including senior secured bonds, structured joint ventures, project finance, and…
SEC Updates CFI Guidance: April Through August 2026 Roundup
During the April-through-August 2026 period, the SEC’s Division of Corporation Finance (Corp Fin) issued new Corporation Finance Interpretations (CFIs), formerly called Compliance and Disclosure Interpretations, in May, June, and July; no CFIs were released in April or August. This post…