NYS LLC Transparency Act Becomes Effective

New York State is the only state to have enacted a beneficial ownership disclosure law modeled on the federal Corporate Transparency Act (the “CTA”). This law, named the “LLC Transparency Act” (the “LLC TA”), becomes effective on January 1, 2026.

Cannabis Rescheduling Creates Tax Opportunities and Challenges

On December 18, 2025, President Trump ordered the Attorney General to reschedule cannabis from being classified as a Schedule I controlled substance to a Schedule III controlled substance. This change will reduce federal income tax burdens on cannabis companies. Under current law, such tax burdens frequently approach 70%. But one unanswered question is when the change will take effect. In the linked White Paper, Mark Leeds and Christine Tsai, both members of the Pillsbury Tax Department, explore tax planning opportunities for cannabis companies to address the possibility of delayed implementation of tax relief.

FCPA Enforcement After the Pause: What Early Cases Reveal

The U.S. Department of Justice (DOJ) has now spent several months enforcing the Foreign Corrupt Practices Act (FCPA) under the revised framework adopted after the February 10, 2025, pause mandated by Executive Order 14209. In the period following the pause, DOJ has begun to translate that framework into concrete enforcement activity, with the Smartmatic corporate indictment and the Comcel/Millicom deferred prosecution agreement (DPA) emerging as the two most significant post-pause actions to date. Post-pause directives have seemed to refocus DOJ’s attention on corporate actors, particularly those operating in sectors that intersect with national security and critical infrastructure priorities, and where companies are now expected to identify and self-disclose potential issues far earlier to receive meaningful consideration under the Department’s evolving enforcement policies. For companies, these developments show that DOJ’s new approach has immediate consequences, so it is important to reevaluate FCPA risks now and make sure compliance programs meet the Department’s changing expectations.

California’s Aggressive State Antitrust Enforcement Efforts Continue to Grow

Heightened Antitrust Enforcement Focus
California, with the fourth largest economy in the world, continues to ramp up antitrust enforcement through recent cases, a new law establishing higher criminal and civil penalties, a new algorithmic pricing law and related public statements. Companies doing business in California should take note of this trend and consider updating compliance programs and mitigating antitrust risk. Recent developments include:

DOJ–DHS Trade Fraud Task Force Debuts with Sweeping China-Related Enforcement Actions

On December 18, the U.S. Department of Justice (DOJ) and U.S. Department of Homeland Security (DHS) announced the first set of enforcement actions involving the newly formed DOJ–DHS Trade Fraud Task Force. Collectively, the settlements underscore the Task Force’s early focus on alleged customs, tariff and trade fraud involving imports from China.

Government Accountability Office Publishes Fiscal Year 2025 Bid Protest Statistics

On December 12, 2025, the Government Accountability Office (GAO) published its Bid Protest Annual Report to Congress for Fiscal Year 2025. The GAO’s report, which is mandated by the Competition in Contracting Act, lists its key statistics for FY 2025 bid protest activity. The report also includes a chart providing similar bid protest statistics for fiscal years 2021–2025. This five-year snapshot provides some valuable insight into current bid protest trends and developments at the GAO.

New Executive Order Seeks to Ensure a National Policy Framework for Artificial Intelligence

Background: Federal AI Policy and State AI Laws
Earlier this year, President Trump revoked Executive Order 14110, “Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence,” issued under the prior administration, and replaced it with Executive Order 14179 (the “EO”), “Removing Barriers to American Leadership in Artificial Intelligence.” EO 14179 directs agencies to identify and roll back regulations that could act as barriers to artificial intelligence (AI) innovation and calls for the development of a national AI Action Plan focused on competitiveness and reduced regulatory burdens.

OFPP Solicits Comments on the Revolutionary FAR Overhaul

Pursuant to Executive Order 14275 – Restoring Common Sense to Federal Procurement, the Office of Federal Procurement Policy (OFPP) and the FAR Council have competed the draft rewrite of the Federal Acquisition Regulation (FAR), known as the Revolutionary FAR Overhaul (RFO). The goal of the RFO is to remove regulatory requirements that are not statutorily based, as well as to create faster acquisitions, greater competition and better results. Many federal agencies have already implemented parts of the RFO through deviations. OFPP is now using its IdeaScale crowdsourcing community to receive input from federal acquisition professionals, contractors, industry associations, academia and members of the public to guide the formal rulemaking process, which is expected to continue into early 2026.</

U.S. DOJ Rolls Back Disparate-Impact Rule

On December 9, 2025, U.S. DOJ issued a rule (the “Rule”) rescinding a portion of its Title VI regulations to eliminate disparate-impact liability, with immediate effect. Title VI prohibits discrimination based on race, color, or national origin in any program or activity receiving federal financial assistance. The Title VI regulations identify specific discriminatory actions that are prohibited. 28 CFR 42.104. These regulations prohibited practices that had the effect of subjecting individuals to discrimination because of their race, color, or national origin, even in the absence of discriminatory intent. In other words, under the prior regulations, DOJ could claim that facially neutral programs or policies were discriminatory if they had a disproportionate and adverse impact on protected groups compared to individuals of a different race, color, or national origin. A program facing allegations of disparate impact based on outcomes data could defend against liability by proffering a substantial legitimate justification for the practice. A finding of disparate- impact liability would then be made only by identifying an equally effective alternative practice that would result in a lesser disproportionate effect on the individuals in the protected class, or by establishing that the purportedly legitimate practice was a pretext for intentional discrimination. The preamble to the Rule states that although it does not preclude the use of data showing statistical disparities to prove intentional discrimination, using statistical data in such a way “materially differs from using it to impose liability for an unintentional disparate impact.”

CISA and Partners Publish “Secure Integration of AI in OT” Framework

On December 3, 2025, CISA, the NSA, the FBI and several international cyber authorities released Principles for the Secure Integration of Artificial Intelligence in Operational Technology, a joint framework aimed at helping critical infrastructure operators deploy AI safely and responsibly.

Year-End Tax Loss Harvesting Strategies Reviewed by IRS and Tax Court

Tax loss harvesting is a tool employed by both corporate and non-corporate taxpayers to mitigate the tax burden imposed on recognized gains. While certain strategies are easy to employ (sell loss positions), other transactions involve substantial tax planning. Complex strategies were the subject of IRS and Tax Court guidance this month. Mark Leeds, of the New York office of Pillsbury, analyzes these developments in the linked White Paper. Happy holidays to our clients and friends.

DoD Bid Protests Under Pressure Again: Key Takeaways from Proposed Section 875 of the FY2026 NDAA

For more than a decade, Congress has questioned whether the number of bid protests filed with the Government Accountability Office (GAO) has caused unnecessary delay and expense in U.S. Department of Defense (DoD) procurements, often calling for reforms to limit their impact. Section 875 of the proposed FY2026 NDAA represents the latest effort by Congress in that regard and what some may call yet another attempt to curtail a vital oversight mechanism.

Permissionless Innovation: The FCC’s Conceptual Shift for Space and Earth Station Licensing in the United States

In an effort to more effectively keep pace with and reduce the burdens on the rapidly evolving and expanding commercial space sector, the Federal Communications Commission (Commission) unanimously adopted a Notice of Proposed Rulemaking (NPRM) proposing a comprehensive restructuring and reform of its long-standing space and earth station licensing rules (Part 25). With its breadth of scope and potential impacts across the space ecosystem, the NPRM also serves to highlight the key role the Commission will play in advancing the Trump administration’s broader objective to enhance American greatness in space and facilitate U.S. leadership and innovation.

Court Highlights Dire Consequences for Contractors That Mishandle Inadvertently Disclosed Source Selection Information

The recent decision by the U.S. Court of Federal Claims (COFC) in Marathon Targets serves as a cautionary tale illustrating the harsh consequences contractors may face when they mishandle protected source selection information. (See Marathon Targets, Inc. v. United States, No. 25-121 (Fed. Cl. Nov. 10, 2025; reissued Nov. 21, 2025).) The post-award protest arose from a nearly $200 million U.S. Marine Corps procurement for Trackless Mobile Infantry Target system support services. After notifying offerors of its decision to make award to MVP Robotics, the contracting officer inadvertently emailed Marathon’s president a file containing protected source selection information from the awardee’s technical evaluation. Rather than immediately reporting the disclosure and quarantining the information, Marathon’s president reviewed the information, circulated it to multiple individuals—including persons outside the company—and retained it for use in Marathon’s subsequent protest filings.

China Suspends Export Controls on Certain Critical Minerals and Related Items

On October 9, 2025, China’s Ministry of Commerce (MOFCOM and General Administration of Customs (GAC) published a set of announcements (Nos. 55 to 58 and 61, 62) with a series of export control measures. These include export controls on:

UK Launches Consultation on “Back British” Defence Offset Plan

The UK Government has announced a new “Back British” defence offset initiative aimed at ensuring British businesses, workers and communities benefit when the Ministry of Defence (MoD) procures equipment or services from overseas suppliers. In an official press release published on October 23, 2025, Minister for Defence Readiness and Industry Luke Pollard unveiled a 12-week industry consultation on this proposed offset approach. The goal is to boost UK jobs, skills and innovation by requiring international defence contractors to invest in the UK economy as part of any major procurement deal.

California Imposes New Data Breach Notification Requirements

On October 3, 2025, Governor Gavin Newsom signed into law Senate Bill No. 446, which makes important changes to the California data breach notification statute. The new law, which takes effect on January 1, 2026, mandates deadlines for data breach notification to affected individuals and the state attorney general. SB 446 passed with no votes in opposition.

Federal Reserve Governor Waller Proposes “Payment Accounts”: A Potential New On-Ramp for Payments Innovators

In an October 21, 2025, address at the Federal Reserve’s inaugural Payments Innovation Conference, Gov. Christopher Waller outlined a proposal for the creation of a new class of Federal Reserve accounts—referred to as “payment accounts” or “skinny master accounts.” This proposal, though conceptual, could mark a significant operational development in how the Federal Reserve interfaces with payment-focused institutions and fintechs, while remaining within the statutory limits of current law. The idea reflects a growing acknowledgment within the Federal Reserve that the existing master account framework, which was designed for a traditional banking system, may not fully accommodate the technological evolution of the modern payments ecosystem.

Claims of a Link Between Tylenol/Acetaminophen Use and Autism Prompt Regulatory and Litigation Risks? Insurance Coverage May Offer Key Protection

In late September 2025, the Food and Drug Administration (FDA) initiated the process for a label change for acetaminophen to reflect that the use of acetaminophen by pregnant women may be associated with an increased risk of neurological conditions. The FDA also sent a letter to physicians to “consider minimizing the use of acetaminophen during pregnancy for routine low-grade fevers” while acknowledging that such consideration should be “balanced with the fact that acetaminophen is the safest over-the-counter alternative in pregnancy among all analgesics and antipyretics.” President Donald Trump—with Secretary of Health and Human Services Robert F. Kennedy, Jr. at his side—amplified the FDA’s action, noting in a White House event that his administration “has determined that acetaminophen exposure during pregnancy causes autism.” The announcement conflicts with efforts by manufacturers, health professionals and industry groups to convince the public and regulators that common, over-the-counter pain medications can be used safely during pregnancy.

USPTO Issues Notice of Proposed Rulemaking, an Open Letter and Memorandum, Impacting Value and Availability of Inter Partes Reviews

The U.S. Patent and Trademark Office’s (PTO) Notice of Proposed Rulemaking (NPRM) represents an important change in the continued evolution of inter partes review (IPR) practice. This NPRM was accompanied by an Open Letter from America’s Innovation Agency and a Memorandum from the PTO’s Director.

Implementation of Executive Order 14299 Turns Advanced Nuclear Deployment into a U.S. Army Priority

On October 14, 2025, the U.S. Department of the Army announced the launch of the Janus Program, a next-generation nuclear energy initiative intended to deliver resilient and assured power for national defense installations and critical missions.

Federal Government Shutdown: Appropriations Stalemate, Operational Slowdowns and Grant Cancellation

On October 1, 2025, the federal government entered a shutdown after Congress failed to enact any of the 12 fiscal year (FY) 2026 appropriations bills or pass a continuing resolution. Now entering its second week, the shutdown has suspended many routine agency operations and triggered widespread furloughs of federal employees. In parallel, the Administration has announced separate actions reviewing or cancelling billions of dollars in federal grants and awards.

Trump Administration Unveils the “Gold Card” Visa Program

On September 19, 2025, during a signing ceremony in the Oval Office, President Donald Trump signed Executive Order (EO) 14351, the Gold Card, and announced the formal start of the Trump Gold Card visa program. The Gold Card, in alignment with the President’s goal of realigning the U.S. immigration system, allows individuals and corporations to fast-track the U.S. residency process by making a financial contribution to the United States.

D.C. Circuit Reverses EPA, Reinstating the Title V Affirmative Defense for Emergency Emissions Events

On September 5, 2025, the U.S. Court of Appeals for the District of Columbia (D.C.) Circuit issued its opinion in SSM Litigation Group v. EPA, reinstating the “emergency” affirmative defense to liability for violations of Title V permits under the Clean Air Act. This decision provides welcome clarity for Title V permit holders, who can now place a more singular focus on mitigating harm during emergency response situations.

USGS Seeks Comment on 2025 Critical Minerals List to Guide U.S. Mineral Supply Chain Policy

On August 26, 2025, the U.S. Geological Survey (USGS) released for comment the 2025 draft List of Critical Minerals, which includes 54 mineral commodities proposed for inclusion. The list is intended to inform U.S. government policies, strategies, and tools to secure critical mineral supply chains (the Critical Minerals List). Comments are due September 25, 2025.

DOE Previews $1 Billion in Forthcoming Funding Opportunities for Critical Minerals Projects and Technologies

In recent weeks, the Department of Energy (DOE) released four notices of intent to issue notices of funding opportunities (NOFOs) in the coming months, along with other policy announcements aimed at advancing the Trump administration’s efforts to secure the critical minerals supply chain. A NOFO is how a federal agency announces available funding, such as competitive grants or cooperative agreements, by outlining program goals, eligibility and deadlines. Collectively, these forthcoming NOFOs could provide approximately $1 billion to support projects and technologies across various stages of the critical minerals value chain.

Bankruptcy Court Dismisses Case Manufactured to Cap Lease Damages

In the midst of a liquidity crisis, National Resilience determined that it had only two choices to successfully restructure—file the entire enterprise for chapter 11 or shed non-operational and/or underutilized facilities. It chose the latter. Accordingly, Bedmar LLC was formed in June 2025 through a divisional merger under the Delaware LLC Act and allocated burdensome leasehold interests and approximately $41.4 million in cash and receivables. The cash was estimated to exceed ~$33 million in capped lease-rejection claims under Bankruptcy Code § 502(b)(6). (See our previous client alert for a discussion of how this section caps landlord damage claims in bankruptcy cases.) The entity had no employees, no revenue, no creditors other than the landlords and no operational purpose other than to pursue a bankruptcy filing.

At Long Last, the Department of Defense Issues the Highly Anticipated CMMC Final DFARS Rule

After years of anticipation, the Department of Defense (DoD) has published the final Cybersecurity Maturity Model Certification (CMMC) to the Defense Federal Acquisition Regulation Supplement (DFARS) rule (the Final DFARS Rule). This rule revises the DFARS to implement the CMMC program in solicitations and contracts. As discussed in our prior alert, this rule follows the passage of the October 15, 2024, final rule establishing the requirements of the CMMC program (the Final Program Rule) and setting forth a three-year phased roll out period. The Final DFARS Rule will go into effect on November 10, 2025, kicking off this roll-out period.

Federal Court Vacates Education Department’s Dear Colleague Letter on DEI: What Schools, Colleges, and Contractors Need to Know

Last month, in American Federation of Teachers (AFT) v. U.S. Department of Education, a Maryland federal district court struck down ED’s recent efforts to curb DEI initiatives in education, vacating both the February 14, 2025, Dear Colleague Letter (DCL) and the April 3, 2025, Certification Requirement (the “Certification Requirement”). Judge Stephanie Gallagher of the U.S. District Court for the District of Maryland ruled that both the DCL and the Certification Requirement violated the Administrative Procedure Act (APA) and raised serious constitutional and procedural concerns. As a result, as of the date of this alert, both are now legally void and unenforceable across the nation. However, it is likely that the government will appeal the decision and seek a stay of the vacatur.

SEC and CFTC Chairs’ Joint Statement Raises Prospect of Competitive Onshoring of Perpetual Derivatives

The Chairs of the SEC and CFTC issued a Joint Statement on September 5, 2025 (Joint Statement), announcing a new era of cooperation, including the possibility of using “innovation exemptions” to bring perpetual contracts (perps) and other leveraged cryptocurrency products into U.S. markets. The Joint Statement builds upon—and meaningfully expands beyond—the joint statement of the SEC and CFTC staffs issued a few days earlier by moving from a restatement of current law to a policy-level invitation to explore exemptions, harmonized frameworks and cross-agency approaches to make perp-like products tradable on U.S. markets.

Fractal Logic: New IRS PLR Provides Tax Guidance for Private Credit Transactions

Fractal systems create repetitive geometric patterns at progressively minute layers. The geometry becomes clear through random immersion into arbitrary small scales. On September 5, 2025, the U.S. Internal Revenue Service (IRS) released a private letter ruling (PLR) addressing U.S. trade or business considerations for private lending transactions being undertaken by a supra-national organization (likely the United Nations). Accordingly, the PLR has been issued to a “super tax exempt.” Nonetheless, a fractal logic immersion into the PLR provides valuable insight on how to provide exposure to U.S. private credit loans to non-U.S. investors and U.S. funds with non-U.S. partners without triggering U.S. tax exposure.

Clearing Space for Launch: Trump 2.0 Proposes Regulatory Overhaul to Enhance American Leadership in Space by 2030

The first Trump administration galvanized significant and sustainable transformation of the U.S. space industry, including the reconstitution of the National Space Council, the creation of the U.S. Space Force, the formation of the Artemis Accords, and substantial regulatory reform aimed at the licensing of launch vehicles, Earth observation satellites, and next-generation broadband constellations, among others. On August 13, 2025, the second Trump administration released an ambitious Executive Order (EO), Enabling Competition in the Commercial Space Industry, to further build on the off-worldly successes of President Trump’s first term.

FAR Council Increases Acquisition-Related Thresholds for Inflation

Section 1908 of Title 41 of the United States Code requires that statutory acquisition-related thresholds be adjusted for inflation every five years, using the Consumer Price Index for All Urban Consumers (CPI). The statute excludes certain thresholds such as those under the Davis-Bacon Act, Service Contract Labor Standards, performance and payment bonds, and trade agreements. On August 27, 2025, the FAR Council—comprising the Office of Federal Procurement Policy, the Department of Defense (DoD), the General Services Administration, and the National Aeronautics and Space Administration (NASA)—issued a final rule that adjusted numerous acquisition-related thresholds for inflation as follows:

Court Declines to Halt Climate Disclosure Laws as CARB Pursues Delayed Rulemaking

California’s landmark climate disclosure laws—SB 253, the Climate Corporate Data Accountability Act, and SB 261, the Climate-Related Financial Risk Act—are moving toward enforcement, with SB 261 requiring risk reporting by January 1, 2026. On August 13, 2025, the U.S. District Court for the Central District of California declined an industry request to put the statutes on hold. That ruling leaves the laws in force while the plaintiffs’ remaining First Amendment challenge proceeds. The plaintiffs quickly appealed the ruling to the Ninth Circuit and moved for an injunction in the district court to bar enforcement of SB 253 and SB 261 during the appeal. A hearing on that motion is scheduled for September 15, 2025. In the meantime, regulated companies must continue to prepare for the quickly approaching first reporting deadlines with no regulatory guidance to date and amid continued legal uncertainty.

Following Investigation of Copper Imports, Trump Administration Takes Actions Targeting Imports and Domestic Sales

On July 30, 2025, President Trump issued Proclamation 10962 following the investigation by the Department of Commerce (Commerce) under Section 232 of the Trade Expansion Act of 1962 of imports of copper in all forms and derivative products. President Trump concurred with the Secretary of Commerce’s finding that U.S. reliance on copper imports threatens to impair national security, ordering tariffs to be imposed. In addition, in a novel use of industrial policy authorities, the President ordered certain domestic sales requirements under the allocations authority of the Defense Production Act (DPA) with the goal of preserving feedstock for domestic copper producers.

A Digital Assets Revolution? White House Report Outlines a Realignment in Federal Regulatory Policy

On July 18, 2025—mere days after Bastille Day—President Trump signed the GENIUS Act, creating the first unified U.S. legal framework for payment stablecoins. The White House also released a sweeping policy report on digital assets that signaled a deliberate break from the regulatory status quo shortly after. Just as the storming of the Bastille marked the beginning of a revolution against entrenched authority, the Trump administration’s report challenges the existing regulatory order by seeking to rework existing frameworks and calling for an innovation-first approach to digital asset oversight. The Report, titled “Strengthening American Leadership in Digital Financial Technology” was mandated by President Trump’s executive order Strengthening American Leadership in Digital Financial Technology. The executive order directed the Secretary of the Treasury to work in consultation with the heads of other financial and national security agencies to produce a report assessing the implications of digital assets for financial stability, consumer and investor protection, and systemic risk. The resulting document (“the Report”) represents the administration’s effort to realign federal regulatory policy with its stated priorities: fostering innovation, curbing regulatory overreach, and restoring a market-oriented approach to digital finance.

NYDFS Imposes $2M Penalty for Violations of its Cybersecurity Regulation

The New York State Department of Financial Services (NYDFS) announced on August 14, 2025, resolution of civil enforcement action requiring Healthplex, Inc., a licensed insurance agent and independent adjuster, to pay a $2 million civil penalty under a consent order for violations of the NYDFS cybersecurity regulation (23 NYCRR Part 500). The NYDFS alleges in the consent order that a threat actor gained access to Healthplex’s information systems through a phishing attack on an employee’s email account, and that Healthplex’s cybersecurity program was not adequately calibrated to protect against, mitigate or respond to the incident. As a result, the threat actor gained access to the private health data and sensitive nonpublic information (NPI) of tens of thousands of consumers.

Antitrust Division Announces First-Ever Antitrust Whistleblower Rewards Program

The Antitrust Division of the U.S. Department of Justice (DOJ) on July 8, 2025, announced a new Whistleblower Rewards Program designed to uncover and prosecute anticompetitive conduct that harms consumers, taxpayers, and market competition, focused on postal-related operations and federal procurement. This is the first time the Antitrust Division has authorized financial rewards for whistleblowers—a significant shift considering the Division’s emphasis on the Leniency Program which was first established in 1978 and revised in 1993. The payment to reporting individuals may be made for up to 30 percent of a criminal fine of at least $1 million following a conviction or deferred or non-prosecution agreement. The new Whistleblower Rewards Program provides another avenue for individuals with credible, specific, and timely information to report.

FAA Releases Long-Awaited BVLOS Proposed Rule

On August 5, 2025, U.S. Department of Transportation Secretary Sean Duffy announced the release of the long-awaited Notice of Proposed Rulemaking (NPRM) on the beyond visual line of sight (BVLOS) rule, also known as Part 108. After years of drafting and delays, the proposed rule would create a standardized regulatory framework to enable commercial drone operators to fly beyond visual line of sight, removing the need to apply for individual waivers. It has the potential to unlock commercial drone operations at a large scale (and quickly), particularly drone delivery. Comments are due by October 6, 2025.

Navigating Tip and Overtime Deductions Under the OBBBA: What Employers Need to Know Now

The “One Big Beautiful Bill Act” (OBBBA) introduces significant federal tax relief for certain workers and may change how employers manage wages, tips, and overtime. Sections 70201 and 70202 of the OBBBA are particularly noteworthy, as they establish new above-the-line deductions for qualified tips and qualified overtime compensation. These provisions present both opportunities and compliance challenges, especially for employers in states like California where state wage standards exceed federal requirements.

The Trump Administration Accelerates AI and Data Center Development with Executive Order and DOE Site Selections

A new executive order (EO) issued on July 23, 2025, and a parallel Department of Energy announcement, signal a coordinated federal effort to accelerate the siting and development of data centers and supporting infrastructure on public lands. Building on the DOE’s April 2025 Request for Information (RFI), soliciting industry feedback for developing AI infrastructure on DOE-managed lands, these actions lay the groundwork for a new wave of AI-driven data center growth and position federal lands as a strategic backbone for national AI infrastructure.

Delaware Supreme Court Erects a “Formidable Obstacle” to Proving Counterparty Aiding and Abetting Liability in Merger Transactions

On June 17, 2025, the Delaware Supreme Court reversed a nearly $200 million judgment against TC Energy (formerly TransCanada), which had been found liable for allegedly aiding and abetting fiduciary breaches by the former CEO and CFO of Columbia Pipeline Group, Inc. (Columbia) during merger negotiations. The Court’s decision affords significant protections against claims that buyers aided and abetted fiduciary breaches by those on the seller side by requiring that plaintiffs show the buyer’s actual knowledge of both the underlying seller-side breach and the wrongfulness of the buyer’s conduct.

Legal and Tax Considerations in Home Service Business Roll-Ups: A Primer for Buyers and Sellers

M&A activity in the home services sector—HVAC, plumbing, electrical, pest control, landscaping and other skilled trades—has surged in recent years. Private equity (PE) firms and fundless sponsors are pursuing roll-up strategies to consolidate fragmented markets, realize economies of scale and build regional or national platforms.

“Everything Right Is Wrong Again”: Trump 2.0 Presages Overhaul of Federal Income Tax Rules for Digital Assets

So, in the same manner that a marginal downtown nightlife scene has been reframed as the heart of modern music, let’s explore how the Cryptocurrency Report issued by the Trump administration in July 2025 envisions repositioning digital asset taxation. The Report provides a series of recommendations. It does not contain any legislative language. In many instances, it notes that guidance is needed without offering any recommendations as to the direction of such guidance.

OSHA Proposes Removing Application of General Duty Clause to Inherently Risky Professional Activities

On July 1, 2025, OSHA proposed a rule titled, “Occupational Safety and Health Standards; Interpretation of the General Duty Clause: Limitation for Inherently Risky Professional Activities.” The proposed rule is intended “to exclude from enforcement known hazards that are inherent and inseparable from the core nature of a professional activity or performance.”

Streamline, Simplify, Deregulate: The FCC Adopts “Direct Final Rule” Approach to Expedite Rule Deletions

Earlier this year, Federal Communications Commission (FCC) Chairman Brendan Carr initiated a sweeping initiative to review “every rule, regulation, or guidance document” that could be eliminated “for the purposes of alleviating unnecessary regulatory burdens.” At its July Open Meeting, the Commission voted 2-1 to adopt a Direct Final Rule framework to enable it to act expeditiously in the In re: Delete, Delete, Delete proceeding to repeal certain legacy regulations that have become “outdated, obsolete, unlawful, anticompetitive, or otherwise no longer in the public interest.” The principal feature of the Direct Final Rule approach is to permit the elimination of rules without the notice and comment procedures typically required under the Administrative Procedure Act (APA). The FCC’s lone Democrat, Commissioner Anna Gomez, dissented, expressing concern that the Direct Final Rule process circumvents essential transparency and due process safeguards, sidestepping a mechanism for public involvement.

New International Court of Justice Advisory Opinion Raises Global Liability Stakes Around GHG Emissions and Climate Change amid U.S. Federal Regulatory Retreat

On July 23, 2025, the International Court of Justice (ICJ) issued a unanimous Advisory Opinion asserting the scope of states’ obligations under international law concerning the protection of the climate system. The Advisory Opinion is a long-awaited response to the U.N. General Assembly’s March 2023 request that ICJ advise regarding the obligations of U.N. member states to protect the climate and environment from anthropogenic emissions of greenhouse gases for present and future generations and the legal consequences to member states whose acts or omissions have caused harm. Proceedings leading up to the Advisory Opinion garnered the highest level of participation in the history of the ICJ and its predecessor organization—with hearing statements by 96 different national governments and 11 international organizations.

DORA Now Fully in Effect: Financial Entities and Their Service Providers Reach Critical Milestone

Since the EU Digital Operational Resilience Act (DORA) Regulation (EU) 2022/2554 came into effect on January 17, 2025, EU financial entities and providers of information and communications (ICT) services (ICT Providers) have shifted from compliance planning to active implementation of both internal and external measures in line with the new requirements introduced by DORA—by remediating contracts for ICT services, completing the financial entities’ registers of information detailing the contractual arrangements between the financial entity and its ICT Providers. However, the subcontracting requirements under DORA were significantly delayed, but the Commission Delegated Regulation (EU) 2025/532 supplementing Regulation (EU) 2022/2554 of the European Parliament and of the Council with regard to regulatory technical standards specifying the elements that a financial entity has to determine and assess when subcontracting ICT services supporting critical or important functions (Subcontracting RTS) have now been published and entered into force on July 22, 2025.

Navigating New Waters: Getting Ahead of Extended Producer Responsibility Laws

Companies across the United States are working diligently to understand their obligations and comply with packaging-related Extended Producer Responsibility (EPR) laws recently enacted by several states, including California (SB54), Colorado (HB22-1355), Maine (LD1541), Maryland (SB901), Minnesota (HF3911), Oregon (SB582B) and Washington (SB 5284). Other states, including Connecticut (HB06225), Hawaii (HB750), Illinois (HB4064), Massachusetts (H.833), New Jersey (SB426), New York (S1460), Rhode Island (S0939) and Tennessee (SB573) have recently proposed EPR bills, though some have been vetoed.

From Paychecks to Perks: Navigating New OBBBA Rules on Compensation

The One Big Beautiful Bill Act (OBBBA), enacted on July 4, 2025, may have made headlines for its political theatre, but included in the OBBBA are changes that will significantly reshape the compensation and employee benefits landscape. While many of these changes only become effective in 2026, proactive employers should begin planning now to address these changes, communicating these changes to employees and modifying plan documents and pay practices to accommodate these changes. Failure to adequately address these changes could lead to missed tax savings for employers and hamper employers’ efforts to recruit and retain key talent.