On November 21, 2024, the US District Court for the Northern District of Texas vacated rules adopted by the Securities and Exchange Commission (SEC) in February 2024. Those rules had defined language in the definitions of...more
On November 21, 2024, a federal District Court judge in the Northern District of Texas found the Securities and Exchange Commission (SEC) acted without lawful, statutory authority in creating its new Dealer Rule....more
A group of 18 Republican AGs, joined by a nonpartisan policy group, have filed a lawsuit contesting the SEC’s enforcement authority over digital assets, including cryptocurrency. In the complaint, the coalition alleges that...more
On Thursday, in two separate decisions, a federal district court in Texas struck down the U.S. Securities and Exchange Commission (SEC) rule that expanded the definition of “dealer” to include proprietary traders and some...more
During the 2024 Legislative session, the Florida Legislature passed Senate Bill 556, “Protection of Specified Adults”, which was signed into law by Governor Ron DeSantis on May 28, 2024....more
Do the tax hedge rules apply to consolidated tax groups? Yes. The Treasury Regulations treat members of a consolidated corporate group as divisions of a single entity. As a single entity, the risks and positions of all group...more
The current SEC administration has expressed the view that most crypto assets are offered and sold as securities and has proposed several rules that address “digital asset securities” or “crypto asset securities.” In this...more
The Securities and Exchange Commission (the "SEC" or "Commission") has adopted new rules that further define the phrase "part of a regular business" for purposes of determining whether a person is a "dealer" or "government...more
The SEC’s ambiguous rule could have a chilling effect both on decentralized finance and on the provision of liquidity to centralized crypto exchanges. The Securities and Exchange Commission (SEC) adopted a new rule on...more
On February 6, 2024, by a vote of 3-2 along party lines, the Securities and Exchange Commission (the SEC or the Commission) adopted Rules 3a5-4 and 3a44-2 under the Securities Exchange Act of 1934 (the Exchange Act), which...more
SEC defines the phrase “as part of a regular business” to capture private funds and other market participants that take on liquidity-providing roles. The Securities and Exchange Commission (SEC) adopted new rules that...more
On Feb. 6, the Securities and Exchange Commission (SEC) announced two new rules that expanded the definition of “dealer” and “government securities dealer” under the Securities Exchange Act of 1934 (Exchange Act). These...more
On February 6, 2024, the Securities and Exchange Commission (“SEC”) adopted final rules (the “Final Rules”) that will further define the phrase “as a part of a regular business” as used in the statutory definitions of...more
Our Federal & International Tax Group examines a long-awaited Tax Court ruling that helps clarify when a non-U.S. company engages in a “U.S. trade or business.”...more
The Securities and Exchange Commission's last week adopted rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement policies providing for the recovery of...more
The Financial Industry Regulatory Authority, aka FINRA, is a non-profit Delaware corporation. It was formed in 2007 by the combination of the National Association of Securities Dealers, Inc. and the regulatory arm of the New...more
The Rule Proposal Would Clarify Which Market Participants Are Engaged in Buying and Selling Securities for Their Own Account "as Part of a Regular Business" and Are Subject to Dealer Registration Requirements....more
In March 2022, the U.S. Securities and Exchange Commission proposed rules that would greatly expand the Exchange Act definition of “dealer” and essentially kill the distinction between dealers and traders long-recognized by...more
On March 28, 2022, the Securities and Exchange Commission announced proposed changes to Exchange Act Rules that would expand the scope of which market participants the SEC considers to be a “dealer” or “government securities...more
On March 28, 2022, the US Securities and Exchange Commission (SEC) proposed rules (Proposing Release) that would require securities market participants that engage in dealer-like activities - such as a proprietary trading...more
The SEC's Proposal - On March 28, 2022, the SEC released a rulemaking proposal (the "Proposal") for new rules to clarify the meaning of certain terms in the statutory definitions of "dealer" and "government securities...more
In This Issue. The U.S. Securities and Exchange Commission (SEC) proposed rules to include certain significant market participants as “dealers” or “government securities dealers” to essentially eliminate the trader exclusion...more
The U.K. Financial Conduct Authority has published a statement in which it confirms that it will amend the Technical Standards and related Handbook provisions to align with the extended exemption from the requirements of the...more
On December 13, 2018, the Internal Revenue Service (the “IRS”) and the Department of the Treasury (the “Treasury”) released proposed regulations (the “Proposed Regulations”) with respect to the “base erosion and anti-abuse...more
On January 1, 2016, a newly-adopted Uniform Securities Act will take effect in New Hampshire. The NH Securities Act is based on the Uniform Securities Act of 2002, which is a model statute designed to increase coordination...more