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  • Article

    DOJ Sues RealPage For Alleged Algorithmic Pricing Antitrust Violations

    On Friday, the U.S. Department of Justice (DOJ), joined by North Carolina, California, Colorado, Minnesota, Oregon, Tennessee, and Washington, filed an antitrust lawsuit against RealPage, Inc. in North Carolina.
    United StatesAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Fifth Circuit Vacates SEC's Approval Of Nasdaq Board Diversity Rules

    On December 11, 2024, the U.S. Court of Appeals for the Fifth Circuit issued a 9-8 decision vacating the SEC's approval of Nasdaq's Disclosure Rule and Diversity Rule (the "Rules")...
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Staff Provides Welcome Relief For Performance Information In Marketing Materials

    The SEC staff released consequential new FAQs earlier this week, providing some common-sense guidance for complying with the Marketing Rule for SEC-registered investment advisers (Rule 206(4)-1 under the Investment Advisers Act of 1940).
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Watch: Monthly Takeaways For Asset Managers - March 2026

    Enforcement Director Judge Margaret Ryan made her first public remarks at the Los Angeles County Bar Association's Annual Securities Regulation Seminar.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Second Circuit: Rejects Novel Theory Of Liability For Short-Swing Profits Under Section 16(b)

    On May 23, 2025, the Second Circuit affirmed the dismissal of two lawsuits1 brought by a shareholder seeking to impose Section 16(b)2 liability by pairing sales of outstanding shares made by controlling shareholders with share repurchases by corporations they control.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Treasury Proposes Anti-Money Laundering And Sanctions Compliance Rules For Permitted Stable Coin Issuers Under The GENIUS Act

    On April 8, 2026, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) and the Office of Foreign Assets Control (OFAC) issued a notice of proposed rulemaking to implement the anti-money laundering/countering the financing of terrorism (AML/CFT) and U.S. economic sanctions provisions of the GENIUS Act (the Proposed Rule).
    United StatesFinance and Banking
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    BIS Announces Worldwide Export Controls On Advanced Chips And AI Models

    On January 13, 2025, the U.S. Department of Commerce's Bureau of Industry and Security ("BIS") issued an interim final rule that significantly expands export controls around artificial intelligence ("AI") and advanced computing chips.
    United StatesInternational Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Ninth Circuit: Reverses Dismissal Finding “Rare Circumstances” Where Core Operations Doctrine Applies

    The Ninth Circuit recently reversed in part dismissal in a putative securities fraud class action alleging that a toy manufacturer and two of its officers misrepresented the status of its inventory management, distribution capabilities, and IT system use.
    United StatesLitigation, Mediation & Arbitration
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    IRS Notice 2026-36 On Section 4960

    On June 5, 2026, the Department of the Treasury (“Treasury Department”) and the Internal Revenue Service (the “IRS”) issued Notice 2026-36 (the “Notice”), announcing their intent to issue proposed regulations under section 4960 of the Internal Revenue Code of 1986, as amended (the “Code”). Code section 4960 imposes an excise tax on certain compensation paid to any “covered employee” of an applicable tax-exempt organization (an “ATEO”).
    United StatesTax
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Watch: Monthly Takeaways For Asset Managers - January 2026

    The Division of Examinations published the latest in its series of Risk Alerts related to advisers' compliance with the Marketing Rule. The Risk Alert focused on Rule 206(4)-1(b) (covering testimonials and endorsements) and Rule 206(4)-1(c) (addressing third-party ratings).
    United StatesTechnology
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    U.S. Commerce Department Invites Proposals For American AI Exports Program Excluding PRC Companies And Technologies

    On April 1, 2026, the U.S. Department of Commerce issued a notice of call for proposals inviting U.S. industry-led consortia to apply for designation as “pre-set” consortia under the American AI Exports Program (the “Program”).
    United StatesTechnology
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Navigating The Evolving SEC Regime For Foreign Private Issuers: Key Regulatory Debates, Risks And Strategic Considerations

    On September 18, 2025, the SEC's Investor Advisory Committee held roundtable discussions on the evolving role of foreign private issuers ("FPIs") in the U.S. capital markets.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC And FDA Announce New MOU On Cooperation

    Public companies regulated by the U.S. Food and Drug Administration (“FDA”) may encounter additional scrutiny of their statements to investors as a result of the FDA’s new three-year memorandum of understanding (“MOU”) with the U.S. Securities and Exchange Commission (“SEC”).
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    U.S. Supreme Court Rules That There Is No Implied Private Right Of Action To Rescind Contracts That Allegedly Violate The Investment Company Act

    In an important ruling for the registered fund industry, the Supreme Court on June 11, 2026 ruled by a 6-3 majority that Section 47(b) of the Investment Company Act of 1940 (“ICA”) does not provide investors with a private right of action to rescind contracts that allegedly violate the ICA.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Trump's "America First Investment Policy" Promises To Streamline Investment Reviews While Increasing Scrutiny On Investments Involving China And Other U.S. Foreign Adversaries

    On February 21, 2025, President Trump released a memorandum entitled "America First Investment Policy" that lays out the administration's approach to foreign investment in the United States. The memorandum seeks to ease investment by U.S. allies and partners by broadly pursuing an open investment environment, including to help ensure that artificial intelligence and other emerging technologies are created and produced in the United States
    United StatesGovernment, Public Sector
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    The Draft Revised EU Merger Control Guidelines: Evolution, Not Revolution, For European Competitiveness

    The European Commission published on 30 April 2026 the draft revised EU Merger Control Guidelines (the “Guidelines”), seeking feedback by 26 June 2026 on the most significant reset of EU merger policy in two decades.
    GlobalAntitrust/Competition Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Watch: Monthly Takeaways For Asset Managers - December 2025

    The SEC Division of Examinations released 2026 Priorities.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    SEC Watch: Monthly Takeaways For Asset Managers - July 2026

    Looking ahead to her November departure from the SEC, Commissioner Hester Peirce delivered what might be described as a farewell address to the U.S. Chamber of Commerce Capital Markets Summit.
    United StatesCorporate/Commercial Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Ninth Circuit: "Snappy" Opioid Slogan Not Deceptive Where Additional Disclosures Clarified Its Context

    On August 20, 2025, the Ninth Circuit affirmed the dismissal of a securities fraud class action alleging that a pharmaceutical company and certain of its executives...
    United StatesFood, Drugs, Healthcare, Life Sciences
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP
  • Article

    Changes To The Outbound Investment Rule On The Horizon

    The U.S. Outbound Investment Security Program (the "OIR") is poised for changes under the much-anticipated National Defense Authorization Act for Fiscal Year 2026 ("NDAA"), the text of which was finally released over the weekend.
    United StatesInternational Law
    Simpson Thacher & Bartlett LLP
    Simpson Thacher & Bartlett LLP

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