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In the latest instance of a private equity seller vindicating contractual rights in the Delaware Court of Chancery, on April 30, Vice Chancellor Lori W. Will rejected attempts by minority LLC members in urgent care provider CityMD to avoid the clear terms of their LLC agreement by urging the court to impose fiduciary duty-type obligations on the majority owner and seller, Warburg Pincus, LLC and funds it controls (“WP Investors”).

On April 8 and 9, 2025, President Donald Trump issued five Presidential Actions (four Executive Orders and one Proclamation, collectively “Presidential Actions”) for the purposes of ensuring adequate and reliable energy generation, meeting growing energy demand, and addressing the national energy emergency declared on January 20, 2025 (EO 14156).

As we previously discussed and in alignment with the U.S. Treasury Department’s previous announcement, on March 21, 2025, the Financial Crimes Enforcement Network (“FinCEN”) issued an interim final rule that dramatically narrows the reporting requirements for beneficial ownership information (“BOI”) under the Corporate Transparency Act (“CTA”).

The opening days of the 119th U.S. Congress have been marked with congressional action under the Congressional Review Act (CRA) to potentially invalidate regulations that were issued by the Internal Revenue Service (IRS) in the final days of the Biden administration.

On December 26, 2024, New York Governor Kathy Hochul signed the Climate Change Superfund Act (“CCSA” or the “Act”) into law.

On February 12, 2025, the Division of Corporate Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) issued new guidance on Rule 14a-8 shareholder proposals, which comes one day after the Staff posted new Compliance and Disclosure Interpretations (“C&DI”) in connection with shareholder communications and Schedule 13G eligibility.

For more than twenty years, the North American Free Trade Agreement (“NAFTA”), and later, the United States‑Mexico-Canada Agreement (“USMCA”), have facilitated cross-border trade and investment among the United States, Mexico, and Canada through the elimination of virtually all financial barriers to trade.

Driven by the demand for AI-ready cloud infrastructure, the market cap for global data center construction, currently valued at more than $250 billion, is set to double in less than ten years, reaching half a trillion dollars by 2034.

On January 13, 2025, Texas Attorney General Ken Paxton (“Texas AG”) filed the first-ever enforcement action under the Texas Data Privacy and Security Act (“TDPSA”) against insurance company Allstate and its subsidiary, Arity (collectively, “Defendants”).

On January 23, 2025, the Supreme Court granted the government’s motion to stay a nationwide injunction that was issued by a Texas federal judge in the case Texas Top Cop Shop, Inc. v. McHenry.

On January 13, 2025, the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) issued its Framework for Artificial Intelligence Diffusion, an Interim Final Rule revising the Export Administration Regulations (“EAR”) to expand controls on advanced computing integrated circuits, commonly called microchips (“ICs”) and impose new licensing requirements for artificial intelligence (“AI”) model weights (the “AI Diffusion Rule”).

Although coined in approximately 2004, the term “ESG” — short for Environmental, Social, and Governance — did not receive widespread adoption until the mid 2010s.