As discussed in our last Corporate Transparent Act (CTA) update, the U.S. Treasury Department announced on March 2 that it planned to issue an interim rule excluding U.S. companies and citizens from CTA reporting obligations. The Financial Crimes Enforcement Network (FinCEN) has now done so, limiting the scope of the CTA to non-U.S. parties. This will dramatically reduce the operational burdens and costs of the CTA for registered investment advisers.

Continue Reading FinCEN Eliminates CTA Requirements for All U.S. Companies and U.S. Individuals

We noted in our last Corporate Transparent Act (CTA) update that on February 27, 2025, the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Treasury Department, announced that it would not take any enforcement actions against any company that does not file or update beneficial ownership information required under the CTA until after FinCEN issued a new interim rule.  The Treasury Department announced yesterday that it will not enforce any penalties or fines against “U.S. citizens or domestic reporting companies or their beneficial owners” for not filing this information even after the new interim rule.  Instead, the Treasury Department said that it will issue a proposed rulemaking “that will narrow the scope of the rule to foreign reporting companies only.” 

Continue Reading Trump Administration Proposes Eliminating CTA Requirements for All U.S. Companies

Amid various ongoing litigation concerning the constitutionality of the Corporate Transparency Act (CTA), the U.S. Financial Crimes Enforcement Network (FinCEN) had announced on February 19, 2025, that it was extending the CTA beneficial ownership information filing deadline for most companies to March 21, 2025 (see Client Alert here).  Now, FinCEN has taken a step further, announcing yesterday “that it will not issue any fines or penalties or take any other enforcement actions against any companies based on any failure to file or update” any reports mandated by the CTA.  According to FinCEN, “no enforcement actions will be taken, until a forthcoming interim final rule becomes effective.”  FinCEN states that it will issue the interim rule no later than March 21, 2025, and the new rule will establish new CTA filing deadlines. 

Continue Reading FinCEN Pauses All CTA Filing Obligations and Will Issue New Rules

As previously reported (see CTA client alert), on January 23, 2025, in Texas Top Cop Shop v. Bondi, the U.S. Supreme Court stayed an injunction barring enforcement of the Corporate Transparency Act (CTA), but a different Texas trial court’s injunction remained in place.  On February 18, that second court, in Smith v. United States Department of the Treasury, lifted its injunction against CTA enforcement, relying on the Supreme Court ruling.  Oral argument in Texas Top Cop Shop remains scheduled before the Fifth Circuit on April 1, 2025.

Continue Reading Remaining Injunction Pausing Corporate Transparency Act is Lifted; FinCEN Extends General Filing Deadline to March 21; Statute’s Future Remains Uncertain

As of our last client update on the Corporate Transparency Act (CTA) litigation (see CTA client alert), the U.S. Supreme Court, in an 8-1 ruling, lifted a nationwide injunction issued by a Texas trial court in Texas Top Cop Shop v. Bondi that had blocked CTA enforcement, but another nationwide injunction issued by another Texas trial court in Smith v. United States Department of the Treasury continued to stall CTA implementation. Now, the new Trump Administration, in its first formal actions related to the CTA litigations, (i) on February 5, filed a notice of appeal and motion to stay the injunction in Smith, and (ii) on February 7, filed a brief supporting the constitutionality of the CTA in Texas Top Cop Shop. Given the Supreme Court’s decision in Texas Top Cop Shop to lift the injunction against CTA enforcement, we believe the government’s effort to stay the injunction in Smith is likely to succeed.

Continue Reading Trump Administration Continues Defense of Corporate Transparency Act, Indicates FinCEN’s Flexibility On Deadlines And Scope

The following is part of our annual publication Selected Issues for Boards of Directors in 2025Explore all topics or download the PDF.


The second Trump Administration is expected to mark the return of a more transactional foreign policy approach, with an openness to dealmaking supported by the aggressive use (or threat) of trade controls. Boards should, therefore, expect the U.S. government to continue to rely on trade controls as a key foreign policy tool. Although specific actions remain uncertain, significant change is possible on a number of fronts, including sanctions relating to China, Russia, Iran, Syria and Venezuela.  

Continue Reading Trade Controls: Recent Developments and Changes on the Horizon for 2025

The following is part of our annual publication Selected Issues for Boards of Directors in 2025Explore all topics or download the PDF.


2025 begins with a continuation of the major tax trends emerging in the post‑Covid era: more aggressive audits by tax authorities in search of additional revenue, increased international cooperation between tax authorities, the end of transitional concessions to assist businesses through the pandemic, and a developing role for tax in shaping ESG policies and behaviors.

Continue Reading The Current Tax Risk Environment and Best Practices for Managing It

The following is part of our annual publication Selected Issues for Boards of Directors in 2025Explore all topics or download the PDF.


UK and European capital markets underwent significant reform in 2024. The UK Financial Conduct Authority (FCA) overhauled the UK listing regime and implemented new listing rules (UKLRs) as part of the UK government’s efforts to simplify and modernise the regime and reinvigorate the UK capital markets. The UKLRs pave the way for further reform of the UK’s prospectus and public offer regimes, with final rules expected in the summer. In the EU, the EU Listing Act introduces fundamental changes–to the EU market abuse and prospectus regimes, in particular – which are intended to simplify and standardise requirements for EU listed issuers. The EU Listing Act is part of the EU’s Capital Markets Union project aimed at increasing the attractiveness of EU capital markets. These reforms have generally been positively received on both sides of the Channel. Despite some alignment amongst the reforms (whether implemented or proposed), they also introduce notable divergence between the UK and EU regimes, for the first time since Brexit.

Continue Reading 2025 UK and European Capital Markets Update: “All Change!”

The following is part of our annual publication Selected Issues for Boards of Directors in 2025Explore all topics or download the PDF.


The SEC pursued multiple high profile enforcement actions in 2024, alongside issuing additional guidance around compliance with the new cybersecurity disclosure rules. Together these developments demonstrate a continued focus by the SEC on robust disclosure frameworks for cybersecurity incidents. Public companies will need to bear these developments in mind as they continue to grapple with cybersecurity disclosure requirements going into 2025.

Continue Reading Cybersecurity Disclosure and Enforcement Developments and Predictions