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  • Article

    Ninth Circuit Rules That Statutory Violation Exclusion Bars Coverage For All Underlying Claims

    Applying an exclusion for statutory violations, the Ninth Circuit barred coverage for all underlying claims, including non-statutory claims.
    United StatesInsurance
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    California Climate Reporting Laws: CARB Pauses Mandatory SB 261 Reporting

    On December 1, the California Air Resources Board ("CARB") issued an Enforcement Advisory stating that it will not enforce California Health & Safety Code § 38533 against covered entities for failing to post and submit their Climate-Related Financial Risk Report under Senate Bill 261 (the Climate-related Financial Risk Act) by the reporting deadline of January 1, 2026.
    United StatesEnvironment
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Agrees To Terminate Remaining Undertakings Under The Global Research Analyst Settlement

    On December 5, 2025, the Securities and Exchange Commission announced its consent to the termination of the remaining undertakings under the Global Research Analyst Settlement.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Louisiana Court Denies Motion To Dismiss Civil Authority Coverage Claims

    A Louisiana federal district court denied an insurer's motion to dismiss a suit seeking civil authority coverage, finding that the complaint sufficiently alleged property damage and...
    United StatesInsurance
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Division Of Corporation Finance Announces Limited Engagement On Exclusion Of Shareholder Proposals For The Upcoming Proxy Season

    On November 17, 2025, the SEC's Division of Corporation Finance announced that, during the 2025–2026 proxy season, due to resource constraints following the government shutdown and the breadth of existing guidance issued by the staff.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    U.S. Department Of The Treasury To Delay Implementation Of The Investment Adviser Rule

    On July 21, 2025, FinCEN announced its intention to delay the implementation of the final rule establishing Anti-Money Laundering/Countering the Financing of Terrorism Program and Suspicious Activity Report Filing Requirements for Registered Investment Advisers and Exempt Reporting Advisers …
    United StatesGovernment, Public Sector
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Revised HSR Act Thresholds And Increased Filing Fees

    The Federal Trade Commission ("FTC") has announced revised monetary thresholds for the Hart-Scott-Rodino Antitrust Improvement Act of 1976 ("HSR Act"), as well as adjustments to the HSR filing fees.
    United StatesAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Seeking To Bolster IPOs, SEC Issues Policy Statement Permitting Mandatory Arbitration Of Federal Securities Law Claims

    On September 17, 2025, the SEC approved by a three-to-one vote the issuance of a policy statement permitting public companies to adopt mandatory arbitration provisions for federal securities law claims in their organizational documents.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Continued SEC Enforcement Sweep Leads To $3.8 Million In Penalties For Section 13 And 16 Reporting Failures

    On September 25, 2024, the Securities and Exchange Commission ("SEC") announced that it had settled charges against 23 entities and individuals relating to failures to file and/or amend on a timely...
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Expands Accommodations For Draft Registration Statements

    On March 3, 2025, the Division of Corporation Finance of the SEC announced that, effective immediately, the SEC has expanded accommodations for its nonpublic review of draft registration statements. [1] The new guidance follows a series of prior accommodations for confidential review of registration statements by Emerging Growth Companies in 2012 and by all companies in 2017.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Return Of The Remedy: First FTC Merger Settlement Under Second Trump Administration In Synopsys/Ansys

    On May 28, 2025, the Federal Trade Commission (FTC) signaled a shift in policy from the Biden administration and a return to accepting remedies to resolve competitive concerns when it approved the $35 billion merger between Synopsys, Inc. (Synopsys) and Ansys, Inc. (Ansys) subject to the divestiture of certain assets.
    United StatesAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Revised HSR Act Thresholds And Increased Filing Fees

    The Federal Trade Commission ("FTC") has announced revised monetary thresholds for the Hart-Scott-Rodino Antitrust Improvement Act of 1976 ("HSR Act"), as well as adjustments to the HSR filing fees.
    United StatesAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Foreign Private Issuers And Section 16: Understanding Your Equity Compensation Plan

    On December 18, 2025, President Trump signed the National Defense Authorization Act for Fiscal Year 2026, which includes the "Holding Foreign Insiders Accountable Act," requiring officers...
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Nationwide Injunction Enjoins CTA Enforcement

    On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued an opinion holding the Corporate Transparency Act and its implementing regulations.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    New Treasury Guidance Clarifies Publicly Traded Securities Exception To Outbound Rule

    On December 23, 2025, U.S. Department of the Treasury released a new set of FAQs on the Outbound Investment Security Program (the "OIR"). The FAQs provide needed clarity in several areas including follow-on offerings, convertible bond offerings and IPO subscriptions.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Texas Adopts Further Legislation In Push To Attract Corporations

    On June 23, 2025, Gov. Abbott signed in to law additional updates to Texas' corporate and legal framework as part of the state's continued focus on competing with Delaware as the "jurisdiction of choice" in which to domicile public and private business organizations.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    IRS Releases Proposed Regulations Under Section 897 On Domestically Controlled REITs

    On October 20, 2025, the Internal Revenue Service ("IRS") released proposed Treasury Regulations that would revoke the look-through rule for domestic C corporations in determining whether qualified investment entities, such as real estate investment trusts ("REITs"), are domestically controlled under Section 897 of the Internal Revenue Code (the "Proposed Regulations").
    United StatesFinance and Banking
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    The Federal Communications Commission Bans Foreign-Made Drones And Drone Components, With Exceptions For Those On The "Blue UAS List" And Qualifying "Domestic End Products"

    On December 22, 2025, the Federal Communications Commission added all aerial drones (known as "uncrewed aircraft systems" or "UAS") and drone critical components produced abroad to its list of covered equipment, …
    United StatesGovernment, Public Sector
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Update: Fifth Circuit Issues Administrative Stay Of Vacatur Of New HSR Form

    As we previously noted, on February 12, 2026, the district court for the Eastern District of Texas issued a decision vacating the new HSR Form adopted in 2024 ("New HSR Form")—which had substantially expanded requirements for filings under the HSR Act—in a lawsuit filed by the U.S. Chamber of Commerce.
    United StatesAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    U.S. House Of Representatives Pass BIOSECURE, Cloud Access And Multiple Other Bills Targeting China

    During a self-described "China Week" (September 9-13, 2024), the U.S. House of Representatives voted to pass a series of legislations targeting China and Chinese companies.
    United StatesInternational Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP

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