Insights on Corporate & Securities

On July 21, the US Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) announced a two-year postponement of the Anti-Money Laundering (AML)/Countering the Financing of Terrorism (CFT) Program and Suspicious Activity Report filing requirements for registered investment advisers (IAs) and exempt reporting advisers.

On July 18, President Trump signed the GENIUS Act into law, marking a significant development in the regulation of digital assets and stablecoins in the United States.

The qualified small business stock (QSBS) rules can be a powerful tax planning tool, and, following the recent enactment of a signature tax law, they have become even more potent.

In September 2024, the US Securities and Exchange Commission (SEC) adopted rule changes to its Electronic Data Gathering, Analysis, and Retrieval (EDGAR) file access and account management system (EDGAR Next), which went into effect on March 24. EDGAR Next is designed to improve the security and manageability of electronic filings.

On June 1, Mexico held its first-ever national election to appoint judges from the lowest levels in the judicial hierarchy to the very highest, including the Mexican Supreme Court. In total, the 7,700 judges elected through this process will replace previously appointed judges and will take office on September 1.

ArentFox Schiff is pleased to announce that 21 practices and 84 attorneys have been recognized by The Legal 500 United States 2025 guide, including three Tier 1 rankings for (1) Chicago Elite – Corporate and M&A Leading Law Firms, (2) Intellectual Property – Patents: Prosecution (Including Re–Examination and Post–Grant Proceedings), and (3) Finance – Restructuring (Including Bankruptcy): Municipal.

ArentFox Schiff is pleased to announce that Phillip Gharabegian and Cheyenne Rodriguez have joined the firm in its Sports Industry Group and Corporate & Securities practice. Phillip joins as a partner and Cheyenne joins as an associate, and both will reside in the firm’s Los Angeles Office. Their additions mark a strategic expansion of the firm’s nationally recognized Sports Industry Group and significantly increases the firm’s depth in media and related matters.

On June 4, the US Securities and Exchange Commission (SEC) published a concept release soliciting public comment on potential amendments to the definition of foreign private issuer (FPI) under US securities laws.

ArentFox Schiff is pleased to announce that 69 attorneys were recognized as leaders in their field and 23 practices spanning the firm’s litigation, regulatory, and transactional capabilities were ranked in the 2025 edition of Chambers USA: America’s Leading Lawyers for Business.

ArentFox Schiff represented Grupo Inlosa, a Mexico-based automotive retail group expanding its US operations, in acquiring Toyota of Pharr in February. The store was purchased from Penske Automotive Group Inc., a publicly traded US automotive retailer. Grupo Inlosa anticipates that the new store will complement its nearby Buick GMC dealership.

ArentFox Schiff advised Knight Automotive Group, a Canada-based automotive retail group, in its sale of Elk Grove Subaru to Lithia Motors, Inc., the nation’s largest automotive dealership group (ranked by total units sold).

ArentFox Schiff represented Trophy Automotive Dealer Group in acquiring Kia of Cerritos, the nation’s second highest-volume Kia dealership, from Lou Sobh Automotive.

Employee Stock Ownership Plans (ESOPs) are unique employee benefit plans designed to invest primarily in the stock of the sponsoring employer.

The US Department of Justice (DOJ) revised its Criminal Division Corporate Enforcement and Voluntary Disclosure Policy (CEP), outlining the benefits a company may earn by voluntarily self-disclosing misconduct, as well as the path to resolution in other cases. The DOJ aimed to simplify the document and clarify the outcomes that companies can expect.

ArentFox Schiff represented leading national civil engineering firm, Vanasse Hangen Brustlin, Inc. (VHB), in a trio of transformative acquisitions which will accelerate VHB’s growth and further its capabilities to address complex challenges for its clients.

Government Relations Co-Chair Philip English and Partner Paul Schmid will sit down for a fireside chat at the XPX Greater Boston Summit on May 13.

Partners Matthew Berlin and Michael Fainberg of ArentFox Schiff will speak at the 2025 AI Governance & Strategy Summit – New York on May 7, 2025.

On March 25, Delaware governor, Matt Meyer, signed into law Substitute 1 to Senate Bill 21 (SB 21), following its rapid approval by the Delaware state legislature. This legislative measure aims to counter the current trend of companies relocating their headquarters out of Delaware, following a January 2024 Delaware Chancery Court ruling that overturned a $56 billion compensation package for a high-profile tech CEO.

ArentFox Schiff served as legal counsel to American Skating Entertainment Centers, LLC, a leading owner and operator of ice-skating and indoor sports facilities across the United States, including Toyota Sports Performance Center home of the LA KINGS, UCLA Health Training Center home of the LA Lakers, Wake Competition Center home of the Carolina Hurricanes, and the LA Galaxy Soccer Center, in connection with its strategic partnership with Seidler Equity Partners.

ArentFox Schiff represented the National Women’s Soccer League (NWSL) in connection with the Miller family’s acquisition of a majority stake in the Utah Royals FC club. The Miller family brings a longstanding legacy in local professional sports ownership, having previously owned the NBA’s Utah Jazz from 1985 to 2020.

Health Care Counsel Gayland Hethcoat will share insights into the potential future of private equity (PE) in health care in a HealthExecStore webinar on April 16, 2025.

On April 4, US Securities and Exchange Commission (SEC) Commissioner Caroline A. Crenshaw, the sole Democrat serving as a Commissioner, issued a statement critiquing the Division of Corporation Finance’s analysis in its conclusion that stablecoins are not securities.

On April 4, the Division of Corporation Finance of the US Securities and Exchange Commission (SEC) issued a statement providing clarity on the application of federal securities laws to stablecoins, specifically those designed to maintain a stable value relative to the US Dollar (USD).

As promised by the US Department of Treasury in early March, the Financial Crimes Enforcement Network (FinCEN) issued an interim final rule removing the requirement for US companies, their beneficial owners, and US persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act (CTA).

On March 27, the US Securities and Exchange Commission (SEC) announced that it will no longer defend Biden-era regulations requiring large corporations to disclose the impacts of climate change on their businesses. This announcement follows a vote by the SEC’s three-member governing body to end its defense of the rule and comes amid industry complaints that the rule was an overstep of the SEC’s authority.