William Langston

🚨Client Alert: Larry Laubach and Beatrice Bottini offer an update on the #NYLTA, which represents a pivotal step in New York State’s regulatory landscape, aligning closely with the federal #CorporateTransparencyAct (CTA). Read here: https://lnkd.in/draYGb5e #regulatorycompliance #NYlaw #CTA #legalnews‍‍

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Join us on Tuesday, June 4, at our Boston office for a panel discussion on the potential impact of the upcoming election on the current economy. Our distinguished speaker and panelists will provide valuable insights into the risks facing the U.S. and global economies, as well as the financial markets. Learn more about the event and RSVP below. #Election #Economy #Finance

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On June 27, 2024, FINRA published Regulatory Notice 24-09 (RN 24-09), reminding member firms of their regulatory obligations when using Gen AI and large language models (LLMs).  FINRA emphasized that FINRA’s rules and the securities laws more generally apply to firms’ use of AI, including Gen AI/LLMs, just as they apply when firms use any other technology. In this regard, FINRA stated that it “intends for its rules and guidance to be technologically neutral and to function dynamically with evolutions in technology and member firms’ processes.” Please see our Legal Update for a discussion of RN 24-09. https://lnkd.in/ee4xNJFS #brokerdealer #AI #Regtech #FINRA #securities Mayer Brown

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In a recent article, Marcella Barganz, Matthew Bisanz, Adam Kanter, and Brad Resnikoff of Mayer Brown discuss a new guidance issued by FinCEN that would dramatically expand the BOI reporting requirements under the Corporate Transparency Act (CTA) to include certain dissolved entities. This guidance mandates that even entities dissolved or ceased to exist after January 1, 2024, must file BOI reports.   This new rule highlights the complexities of compliance, especially for dissolved entities with unclear instructions on who should file the reports and what information is required. It's a reminder of the evolving regulatory landscape and the importance of staying informed to avoid potential pitfalls.   Remember, every corporation, LLC, or other entity created by the filing of a document with a Secretary of State or similar office under the law of a state is required to file a BOI report by December 31, 2024, unless it qualifies through at least one exemption. If an entity does not file before December 31st 2024 they may be subject to civil penalties of up to $𝟱𝟬𝟬 for 𝗘𝗔𝗖𝗛 𝗗𝗔𝗬 that the violation continues.   Our highest-ranking proprietary platform contains value-added features and empowers you to complete and file validated reports in the quickest, most intuitive, and least stressful manner.   Click the link in the comments to read more and to see how FinCEN Filing Agents can completely streamline your BOIR filing process. #FileWithConfidence #BeneficialOwnership #Compliance #FinCEN #BusinessOwner

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In case you missed it, the IRS recently announced the latest phase of its large partnership enforcement initiative. This time, the focus is on basis-shifting transactions, valued at over $50 billion in tax revenue over the next decade. For a detailed analysis of the guidance from the tax team at Vinson & Elkins, click here. #IRS #tax #enforcement #partnership #regulations

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Multiple seismic opinions from the Supreme Court this week, including the end of Chevron deference. Please join my Goodwin colleagues William Jay, Andrew Kim, Sabrina Rose-Smith, and Levi Swank for a discussion on the implications of the Court's decisions in Loper Bright and Relentless. The discussion will focus on how these rulings impact federal regulation of the consumer financial services industry. Register here for this timely session! #GoodwinLaw #SupremeCourt #ConsumerFinancialServices

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Continuation funds have become an increasingly popular exit strategy, but they also raise potentially challenging questions and issues regarding management equity and incentives. Learn more in the latest issue of the Debevoise Private Equity Report: https://bit.ly/3Vnm9tH Authors: Jonathan Lewis, Meir Katz, and Kathleen Emberger

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As a result of statutory amendments that will take effect on July 1, 2024, companies registered and filing pay-to-play reports in Maryland will be required to disclose certain beneficial owners on their registration. Ki Hong | Charlie Ricciardelli | Melissa (Levine) Miles | Tyler Rosen | Karina Bakhshi-Azar | Aanchal Chugh | Teddy Grodek | Olivia Marshall | Sam Rothbloom #political #law #compliance #investigations

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This past week the great city of Boston hosted the International Bar Association 2024 conference, Global Challenges and Opportunities for the Asset Management Industry. It's worth scanning the agenda: https://lnkd.in/eKwi_NwG Lawyers in this space are highly encouraged to attend next year - tentatively scheduled for Boston again. As this year's agenda shows, current and forward-looking topics are addessed by industry leading experts and regulatory authorities. Geopolitical and macroeconomic considerations are put in context - this year with special emphasis on the daunting and fascinating challenge/opportunity of #artificialintelligence. For my part, I was honoured to present in the panel, "Fund operational issues: ‘looking under the bonnet’", the title of which may have confused some Americans. But things quickly came into focus as we rounded on important trends, especially fund liquidity and valuation challenges - not just in response to problems that have arisen in recent years but also to what feels like a threshold moment for us all as newer asset classes and technology beckon, including in the retail space. As the asset servicing spokesperson it was left to me to address the pace of change affecting custodians' support for asset management challenges and innovation, including the move to fund and asset #tokenisation and - of course - T+1 (#settlementacceleration). It was an honour to join my co-panelists, Chad Gazzillo, KPMG US, Emmanuel Genequand, PwC, Jeremy Soutter, Carne Group, and our fantastic moderator, Lora Froud, Macfarlanes. Congratulations to the Conference Co-Chairs, Michèle Eisenhuth, Arendt & Medernach, Luxembourg, and Jeremy Lam, Deacons, Hong Kong: you and the rest of the organising committee have provided a crucial service to the asset management legal community - there simply is no other conference like this. #assetmanagement #funds #shorteningsettlementcycle #securitiescustody #posttrade #InternationalBarAssociation

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Law360 has reported on the Delaware Court of Chancery suit filed by Olshan Frome Wolosky LLP client Martin Siegel, a shareholder of global utility and power company The AES Corp., against eleven of the company’s current and former board members, alleging that the company has "weaponized" advance notice requirements in its bylaws to make it “unreasonably difficult, if not impossible,” for stockholders to nominate candidates for the company’s board. Among the amendments the company made in August 2023 to its bylaws, provisions include an “acting in concert” definition that requires any stockholder who nominates a slate of directors to identify a broad assortment of people in order to make the nomination valid and requiring a nominating stockholder to disclose commercially sensitive performance-related fees it could pay if the value of its company stock appreciates. According to the filing, AES Corp. has stated publicly that it amended its bylaws to address the SEC’s universal proxy card rule that went into effect September 2022, which was intended to make it easier for shareholders to nominate alternative director candidates to company boards but has often resulted in companies adopting onerous advance notice requirements that disenfranchise shareholders. The plaintiff’s motion to expedite asserts that if the Chancery Court does not declare the bylaw provisions invalid before the November 26 deadline to nominate directors for the company’s 2025 stockholders’ meeting, the stockholders' franchise rights will be violated and stockholders will be “permanently harmed.” Olshan Chair of Litigation Lori Marks-Esterman and counsel Jacqueline Ma represent the plaintiff in this matter. #OlshanLaw #Delaware #ChanceryCourt https://lnkd.in/exyWgvr7

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As private credit continues to grow, Fortune features nine executives leading the way, including Michael Patterson, a Governing Partner at HPS, who discusses the importance of structural protections in transactions. Read more here: https://lnkd.in/epPn4KkB

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Join us on Tuesday, June 4, at our Boston office for a panel discussion on the potential impact of the upcoming election on the current economy. Our distinguished speaker and panelists will provide valuable insights into the risks facing the U.S. and global economies, as well as the financial markets. Learn more about the event and RSVP below. #Election #Economy #Finance

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Join us on Tuesday, June 4, at our Boston office for a panel discussion on the potential impact of the upcoming election on the current economy. Our distinguished speaker and panelists will provide valuable insights into the risks facing the U.S. and global economies, as well as the financial markets. Learn more about the event and RSVP below. #Election #Economy #Finance

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Courts have whittled away at the Chevron doctrine for years, and 2024 will likely bring the most severe blow, with a US Supreme Court decision expected to end or limit the practice, according to Matthew Schettenhelm, Litigation & Government Analyst. US business will see Federal regulators' powers confined, creating opportunities for companies in diverse industries from financials to health care which may operate in a transformed regulatory landscape. https://lnkd.in/egiZVRne #USsupremeCourt #Federalregulators #Regulation

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Cleary’s Lauren Semrad recently joined the IIF Global Regulatory Update podcast to discuss the new SEC Treasury Clearing rule for secondary UST cash and repo transactions. Listen here: https://ow.ly/rNA450SoHgI #SEC #regulatory #finance #fixedincome #marketstructure #clearing #UStreasuries #repo

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The SEC has recently commented on the NYSE’s proposed rule to provide SPACs up to an additional six months to complete a business combination if the SPAC has entered into a definitive business combination agreement within 36 months of initial listing. In this post, we discuss both the NYSE’s proposed rule and the SEC’s concerns. https://bit.ly/3y4IHrB David Sakowitz | Jacob Tabman | #SEC #SPACs #NYSE

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