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Featured Articles
Despite Chancery Court Decisions in Recent Years, Agreements Continue to Include Transfer Restrictions That May Not Be Enforceable
Despite recent decisions by the Delaware Court of Chancery, many key corporate documents continue to include restrictions on indirect transfers of equity that may not be enforced if challenged in court. The concern comes up often—two partners create a joint venture, and each partner wants to ensure that the other cannot transfer its interest to a third party, forcing the remaining partner to work with someone they did not choose to go into business with.
Attorney Spotlight: Chris O'Brien on Crypto's New Era—With a Clearer Path, the Industry Aims to Deliver
The recent election has ushered in a more favorable regulatory environment in the U.S. for the crypto industry, potentially rewriting its future. To explore what lies ahead, we spoke with Christopher O'Brien, founder and chair of Venable's Blockchain and Digital Currencies Group, about how legal work in this area is shifting from enforcement defense to guiding companies through new business opportunities, and how Venable's strategic presence in key crypto hubs—including its recent expansion into Miami, Florida— places the firm at the center of the industry's evolving legal landscape.
Recent Business Insights
CTA Back in Effect; Smith Injunction Has Been Lifted: FinCEN Extends CTA Initial Reporting Deadline
Another curveball has been thrown in the never-ending back-and-forth surrounding the rollout of the Corporate Transparency Act (CTA). As detailed in our prior client memo, a federal district court in Texas issued a nationwide preliminary injunction against enforcement of the CTA reporting regulations after a similar injunction issued by another federal district court in Texas was stayed by the U.S. Supreme Court (SCOTUS). Relying on SCOTUS's order in Tex. Top Cop Shop v. McHenry, on February 18, 2025, the trial judge in Smith v. U.S. Dept. of the Treasury granted the government's requested stay of its earlier order, meaning that the CTA's implementing regulations are again in effect.
March 1 Deadlines for Group Health Plans
March 1 brings two annual deadlines for employers that sponsor a group health plan for their employees.
New Executive Order Raises Compliance Questions for Medicare Plans and Providers
On January 21, 2025, President Trump issued an executive order, Ending Illegal Discrimination and Restoring Merit-Based Opportunity (Executive Order), that introduces significant changes for government contractors and grant recipients, including new federal contract provisions requiring counterparties to certify that they do not maintain diversity, equity, and inclusion (DEI) programs.
Fast-Approaching Deadlines for ACA Reporting and Similar State Reporting
This alert describes upcoming reporting deadlines under the Affordable Care Act (ACA) and under state laws that require similar reporting. Generally, reporting that relates to health coverage in one calendar year is due early in the following calendar year. With respect to health coverage in 2024, the ACA deadlines range from February 28, 2025 to March 31, 2025, and the state deadlines range from January 31, 2025 to April 30, 2025. All of the reporting discussed in this alert relates to health coverage in 2024.
Building the Future of Sports: The World Cup, the Olympics, and Real Estate
Sports fans across the United States are about to experience an unprecedented lineup of world-class events. The FIFA World Cup will electrify stadiums across North America in 2026, followed by the Summer Olympics in Los Angeles in 2028, and the Winter Olympics in Salt Lake City in 2034. It's also time to make sure that plans for stadiums, training facilities, and other real estate are in place and will be ready for each event.
Changes to the ACA: Reporting and Employer Penalties
President Biden recently signed into law the Paperwork Burden Reduction Act and the Employer Reporting Improvement Act. These new laws make important changes to the Affordable Care Act (ACA). Among other things, the new laws simplify the rules for employers furnishing Forms 1095-C and 1095-B to individuals. This client alert describes these and other changes to the ACA.
PFAS Risk Factor Disclosures—Is It Time for an Update?
Key Takeaways
- Litigation and regulatory developments related to PFAS continue to expand, exposing an increasing number of industries and companies to various risks
- Companies should assess the potential impact of PFAS-related regulatory and litigation risks on their business and update their risk factors, MD&A disclosures, and forward-looking statement safe harbor legends accordingly
- As with all risk factors, PFAS-related risk factor disclosures should be company-specific and should avoid hypothetical language that could render a statement misleading or limit the effectiveness of forward-looking statement safe harbor legends
RENTAL Act Promises to Improve Confidence for Owners of Affordable and Market-Rate Housing in the District and Provides Significant Exemptions to TOPA
Washington, DC, Mayor Muriel Bowser unveiled legislation on February 12, 2025, aimed at protecting existing affordable housing units and improving the investment climate for newer multifamily housing in the District. Named the Rebalancing Expectations for Neighbors, Tenants, and Landlords (RENTAL) Act of 2025, the bill would significantly reform several areas of the District's housing policy, including rental assistance, the eviction process, and the Tenant Opportunity to Purchase Act (TOPA) program.