Rationalizing Lending Authorities

The United States cryptocurrency regulatory landscape has undergone its most dramatic transformation in history. The signing of the GENIUS Act into law on July 18, 2025 — the first comprehensive federal crypto statute ever enacted — marks a before-and-after moment for American digital asset law.

Recent federal legislation has permanently extended the historically high unified exemption amount for federal estate and gift tax purposes. The current exemption of $13.99 million per individual remains in place through December 31, 2025...

California's Proposition 40 would impose a one-time excise tax of up to 5 percent on billionaires' worldwide net worth, measured as of December 31, 2026, but based on residency as of January 1, 2026. The measure faces significant legal challenges and could be nullified by competing ballot initiatives that have also qualified for the November 2026 ballot.

Washington voters will decide the future of the state’s new 9.9% tax on annual taxable income above $1 million after a repeal initiative qualified for the November ballot.

California's proposed Billionaire Tax Act would impose a onetime 5% excise tax on individuals and trusts with assets exceeding $1 billion, creating unprecedented challenges for estate planners. The retroactive application and anti-abuse provisions raise critical questions about the treatment of grantor trusts, non-grantor trusts, and beneficiary interests that deviate significantly from established federal wealth transfer tax principles.

Selling an S corporation involves complex tax and legal considerations that can significantly impact after-tax proceeds. This comprehensive analysis examines stock sales versus asset sales, IRC Section 338(h)(10) elections, F reorganizations, and other transaction structures, revealing how different approaches affect both sellers and buyers through detailed tax modeling and strategic planning insights.

Among the many changes included in the One Big Beautiful Bill Act (OBBBA) is one relevant to brands and agencies running sweepstakes, contests, and other consumer promotions.

The US Treasury and IRS have proposed regulations that would eliminate longstanding exceptions allowing tax-exempt private schools to maintain race-conscious admissions and scholarship policies. Following the Supreme Court's decision in Students for Fair Admissions v. Harvard, these rules would apply to all private educational institutions, including K-12 schools not directly affected by that ruling, and could result in loss of tax-exempt status for noncompliance.

Foreign owners of single-member U.S. limited liability companies often assume their entities are completely disregarded for tax purposes, but since 2017, these structures face significant reporting obligations...

On September 3, 2026, the U.S. Department of the Treasury and the Internal Revenue Service (IRS) issued proposed regulations under Section 501(c)(3) that could materially affect private education in the United States. The proposal would apply a broad nondiscrimination standard based on race, color and national or ethnic origin, with significant implications for private schools, colleges and universities seeking or maintaining tax-exempt status under Section 501(c)(3).

FinCEN notified U.S. financial institutions that the Financial Action Task Force ("FATF") updated the list of jurisdictions with strategic deficiencies in combating anti-money laundering and countering the financing of terrorism ("AML/CFT").

The Health Resources and Services Administration has announced a revised 340B Rebate Model Pilot Program for drugs subject to Medicare's Maximum Fair Price, expanding eligibility to manufacturers with selected drugs for 2026 and 2027. The program introduces new data requirements, dispute resolution mechanisms, and stricter compliance monitoring while addressing stakeholder concerns about administrative burden and program integrity.

The Surface Transportation Board has lifted its abeyance and established a procedural roadmap for the Union Pacific and Norfolk Southern merger proceeding, marking the official start...

Landlords of rent stabilized buildings in New York City have filed a lawsuit challenging the rent freeze passed by the Rent Guidelines Board, questioning the Board's independence and data integrity. With operating costs rising 31% over five years while the Board voted 7-1 for a freeze affecting 1 million apartments, the case raises critical questions about the balance between tenant protection and landlord viability.

The SEC has issued a groundbreaking Innovation Exemption order that creates a five-year regulatory framework for trading tokenized versions of major U.S. exchange-listed stocks. This temporary relief exempts certain digital asset venues and liquidity providers from traditional securities regulations, establishing permissioned environments for on-chain secondary markets while maintaining investor protections.

On February 25, 2026, the Office of the Comptroller of the Currency (the "OCC") issued a Notice of Proposed Rulemaking (the "NPRM") to implement the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the "GENIUS Act").

The Treasury Department and IRS have proposed new regulations that would establish an explicit racial nondiscrimination requirement for private schools seeking federal tax exemption under Section 501(c)(3). These proposed rules go beyond existing law by prohibiting all forms of racial discrimination in education regardless of intent, legality, or purpose, potentially affecting admissions policies, scholarship programs, and other school-administered initiatives.

This September 2026 edition of Quorum examines critical developments in corporate governance, M&A transactions, and securities regulation, including Delaware Court decisions on strategic investor rights and control group standards, new SEC guidance on beneficial ownership reporting, and Supreme Court rulings on disgorgement remedies. The newsletter also analyzes FTC perspectives on vertical mergers in defense sectors and provides comprehensive updates on the SEC's 2026 regulatory agenda under Chairman Atkin

California's Air Resources Board has released comprehensive guidance for entities preparing their first greenhouse gas emissions reports under SB 253, introducing a voluntary reporting platform and clarifying expectations for the November 2026 deadline. The guidance addresses critical questions about data collection requirements, assurance standards, and enforcement discretion for companies that weren't tracking emissions as of December 2024. Understanding these reporting parameters and submission options w

An investment management firm founded and owned by legendary investor (and New York Mets owner) Steve Cohen on August 11 filed a petition in Tax Court contesting an IRS audit adjustment...