On September 30, 2025, SEC Commissioner Mark T. Uyeda issued an important update on the Commission’s ongoing efforts to implement the Treasury Clearing Rule, a major regulatory initiative aimed at enhancing the resilience and transparency of the U.S. Treasury market. The statement outlined recent progress, identified remaining open questions, and encouraged continued engagement from market […]
Gesmer Updegrove LLP was proud to host the 2025 Mackrell International Americas Regional Business Meeting in Boston, welcoming member firms from across the Americas for several days of collaboration, knowledge sharing, and strategic discussion. As a long-standing member of Mackrell International, Gesmer Updegrove was honored to bring together leading independent law firms to strengthen cross-border relationships […]
On September 2, 2025, the U.S. Securities and Exchange Commission’s (“SEC”) Division of Trading and Markets and the U.S. Commodity Futures Trading Commission’s (“CFTC”) Divisions of Market Oversight and Clearing and Risk (together, the “Divisions”) issued a joint staff statement (the “Joint Statement”) as part of a new cross-agency initiative titled Project Crypto–Crypto Sprint.1 Project […]
Recent leadership changes at the Securities and Exchange Commission may signal a recalibration of how Advisers Act Rule 206(4)-8 is enforced. With Chairman Paul Atkins back at the helm, the Commission’s long-standing reliance on a negligence-based standard could soon come under review. Background: Goldstein and the Adoption of Rule 206(4)-8 Rule 206(4)-8 was adopted in […]
The U.S. Securities and Exchange Commission announced it will host a public roundtable on September 18, 2025, to re-examine the Order Protection Rule (Rule 611 of Regulation NMS) and its parallels in the listed options markets. The discussion will center on the rule’s “trade-through” prohibitions, which require trading centers to implement reasonable policies and procedures […]
As your business grows, your company may begin operating in states other than the original state of organization or incorporation, such as hiring employees in another state, signing contracts (and providing goods or services) with out-of-state clients, or opening a second location. What many business owners don’t realize is that crossing state lines in these […]
A non-disclosure agreement, or NDA, is a legally binding contract that prevents one or more parties from sharing confidential business information with unauthorized third parties. NDAs are commonly used when hiring employees and contractors, during merger and acquisition discussions, and when entering strategic partnerships. While NDAs are a foundational tool for protecting proprietary information, they […]
The regulatory landscape for crypto asset markets is evolving at a pace that is testing the adaptability of market participants, lawmakers, and regulators alike. In recent months, legislative proposals, executive orders, and agency initiatives have combined to signal a potential shift in how digital assets will be regulated in the United States.1 State securities regulators, […]
On August 6, 2025, the U.S. Court of Appeals for the Ninth Circuit issued its opinion in Powell v. SEC, No. 24-1899, rejecting a facial challenge to the U.S. Securities and Exchange Commission’s longstanding “no-admit/no-deny” settlement policy codified in Rule 202.5(e) (the “Rule”), colloquially referred to as the “gag rule.” The unanimous decision leaves intact […]
On July 29, 2025, the U.S. Securities and Exchange Commission issued Release No. 34-103571, granting accelerated approval to a suite of proposed rule changes submitted by The Nasdaq Stock Market LLC, Cboe BZX Exchange, Inc., and NYSE Arca, Inc. (the “Exchanges”). These rule changes permit a select group of Bitcoin– and Ether-based Commodity-Based Trust Shares […]
The Nation Venture Capital Association, an organization comprised of members representing both the interests of startups and venture capital firms (NVCA), first developed the suite of agreements commonly referred to as the “NVCA model legal documents” over a decade ago and have since adopted revised forms to reflect both changes in legislation and trends in the emerging company ecosystem. What hasn’t changed is the basic format substantive content of each of the following five primary documents: (1) Amended and Restated Certificate of Incorporation; (2) Stock Purchase Agreement; (3) Investors’ Rights Agreement; (4) Voting Agreement; and (5) Right of First Refusal and Co-Sale Agreement. Below is a relatively high-level summary of the NVCA documents and is not intended to capture the entire universe of provisions and issues addressed by the full text of such documents.
In 1994, Congress amended the U.S. Patent Laws to create a new type of patent filing called a provisional patent application, and with this came a good deal of confusion – even to this day.
On June 5, a unanimous Supreme Court ruled that majority-group plaintiffs cannot be held to a higher evidentiary standard than minority-group plaintiffs when bringing claims for discrimination under Title VII. In other words, all plaintiffs must meet the same standard when establishing a prima facie case for discrimination, regardless of whether they are in a […]
On April 23, 2025 (the “Effective Date”), President Trump issued an executive order entitled “Restoring Equality of Opportunity and Meritocracy” (the “Executive Order”) concerning the disparate impact liability that has been employed in discrimination enforcement actions and lawsuits. Disparate impact involves imposing a theory of discrimination liability when a practice, neutral on its face (and no intent […]
On January 21, 2025 (the “Effective Date”), President Trump issued an executive order entitled “Ending Illegal Discrimination and Restoring Merit-Based Opportunity” (the “Executive Order” or “EO”). This Executive Order significantly changes federal contractors’ compliance obligations under federal law. While there is much uncertainty about how courts will interpret these provisions and which parts of the […]