In an article for Bloomberg Law, partner Michael Kahn explains that while a 2024 U.S. Supreme Court decision left unanswered questions on how courts should analyze securities fraud claims challenging risk factor disclosures, an earlier decision provides a framework for treating risk factors as statements of opinion. He argues that this approach offers a clearer legal standard and reduces uncertainty for both companies and courts.

Read: “Treat Risk Disclosures as Opinions to Clean Up Fraud Challenges” [PDF]

In “Global Trade: What to Expect on Tariffs and Related Risks” (Financier Worldwide magazine, May 2025), Washington, D.C. partner Adam M. Smith and associates Scott Toussaint and Lindsay Bernsen Wardlaw describe the U.S. policy objectives that tariffs are designed to advance, explain the legal authorities on which President Trump has relied to impose increased tariffs, and assess the characteristics of companies that may be best able to withstand (and perhaps even thrive in) this new environment.

Adam is Co-Chair of our firm’s International Trade Advisory and Enforcement Practice Group and Sanctions and Export Enforcement Practice Group.

Read the full article in Financier Worldwide [PDF].

Dallas partner Ashley E. Johnson and associates Jennafer M. Tryck and Rachel K. Nardone are the authors (with contributions from partner Michael Collins) of a Law360 article discussing two recent divergent federal district court decisions on whether plaintiffs had Article III standing to bring class actions challenging pension risk transfer transactions under the Employee Retirement Income Security Act (ERISA).

The article provides an overview of ERISA pension risk transfer litigation and an update on what may be next for ERISA plan sponsors and fiduciaries following the decisions.

Partners Colin B. Davis and Jonathan D. Fortney are the editors of Lexology Panoramic: M&A Litigation 2025. Written by leading practitioners, the wide-ranging guide is a comparison tool that provides local insights into the legal and regulatory frameworks governing M&A litigation across multiple jurisdictions.

In “IRS-Imposed DeFi Tax-Reporting Obligations May Be Dead for Good” (Bloomberg Law, April 25, 2025), partners Jason Mendro, Matt Gregory and Nick Harper have written that the disapproval of a rule that would have imposed tax-reporting requirements on certain DeFi participants helps preserve decentralization and privacy by making it harder to make similar rules in the future.

Read the full article

In “Trump Tariffs Promise Increased False Claims Act Scrutiny for Companies Throughout the Import Chain” (Global Trade, April 17, 2025), partner Jake Shields and associates Michael Dziuban and Andrew Becker discuss the application of the False Claims Act (FCA) in relation to trade and customs matters following the introduction of tariffs.

With President Trump imposing steep tariffs on key U.S. trading partners and the Department of Justice (DOJ) simultaneously promising to ramp up use of the FCA — its primary tool against fraud on government agencies — to police tariff compliance, the effect, say our lawyers, “will likely be a redoubling of DOJ’s already aggressive application of the FCA to trade matters, fueled by tariffs’ status as a top policy and political priority. The risks for businesses are significant.”

Jake previously served as Senior Trial Counsel in the Fraud Section of the Civil Division of the U.S. Department of Justice, where he investigated and litigated False Claims Act cases, including in the areas of customs and tariffs enforcement.

Read the full article here: https://www.globaltrademag.com/trump-tariffs-promise-increased-false-claims-act-scrutiny-for-companies-throughout-the-import-chain/.

In an article for the Harvard Law School Forum on Corporate Governance, partners Krista Hanvey, Kate Napalkova, Sean Feller, Michael Collins, and Gina Hancock have outlined the considerations that compensation decision-makers must bear in mind as they navigate periods of macroeconomic uncertainty.

While executive management teams and human resources leaders may feel pressure to act quickly, the authors suggest that plotting a successful course relies on employing policies that are systematic and consistent with an organization’s broader philosophy and mission.

Read the full article [PDF]

Gibson Dunn partners Winston Chan (San Francisco), Patrick Stokes (Washington, D.C.), and Oleh Vretsona (Washington, D.C.) discuss California Attorney General Rob Bonta’s recent reminder to businesses operating in California that, despite President Trump pausing enforcement of the Foreign Corrupt Practices Act, making payments to foreign officials to obtain or retain business remains illegal. The Attorney General added that California may step up corruption-related enforcement if federal authorities’ priorities shift to other areas.

In view of these and other developments, the authors conclude that “companies would be well served by reviewing their compliance programs and calibrating their compliance-related risk assessments to mitigate against changing risk calculi and enforcement realities.”

Read their discussion in Law360 [PDF].

Elizabeth Penava is the author of “AI Art Is in Legal Greyscale” [PDF] published by The Regulatory Review.

Reprinted with permission from The Regulatory Review. Originally published on January 24, 2023

Ronald Mueller, James Moloney, Aaron Briggs, Elizabeth Ising, Thomas Kim, Brian Lane, Lori Zyskowski, Mickal Haile, and Matt Staugaard are the authors of “The Passive/Aggressive Investor: Significant New SEC Staff Interpretive Guidance on Schedule 13G Eligibility” [PDF] published by The Corporate Governance Advisor in its May/June 2025 issue. 

Graham Valenta and Zain Hassan are the authors of “Reining in the Wild West: A Survey of Carbon Capture Legislation in the United States” [PDF] published by the Texas Journal of Oil, Gas, and Energy Law in its March 2025 issue.  

Branden Berns and Ryan Murr are the authors of “The Current Landscape of Reverse Mergers: An In-Depth Analysis and Q&A” [PDF] published by DealLawyers.com. 

John Adams is the co-author of “Swift and Rigorous — Texas Business Court’s Primexx Energy Ruling and Its Implications for Corporate Governance” [PDF] published by The Texas Lawbook on March 25, 2025. 

Trey Cox is the author of “What to Look for in a Litigation Law Firm: Insights for Junior Lawyers and Law Students” [PDF] published by Texas Lawyer on March 17, 2025.

Jason Mendro, Matt Gregory, and Nick Harper are the authors of “Recent SEC Guidance On Memecoins Suggests Broader Policy Change,” where they discuss how the guidance may foreshadow a reappraisal of the Howey Test, which the SEC has recently used in its attempts to regulate cryptocurrencies through litigation.

Read the full article on CoinDesk.

Jake Shields, Michael Dziuban and Danilo Risteski are the authors of “Assessing PE Risk After Mass. False Claims Act Amendments” [PDF] published by Law360 on February 28, 2025.

Michael Diamant and Pedro Soto are the authors of “Common pitfalls in MDB audits and charting a path to effective settlement of allegations” [PDF] published by the Global Investigations Review on February 26, 2025. 

This article was first published on Global Investigations Review in February 2025; for further in-depth analysis, please visit GIR “The Guide to Multilateral Development Bank Investigations – Edition 1.”

Patrick Stokes and Katharina Humphrey are the authors, together with Annabel Dornauer, of “Ende des Foreign Corrupt Practices Act? Wie sich die Executive Order von US-Präsident Trump auswirkt“ (The End of the Foreign Corrupt Practices Act? The Impact of U.S. President Trump’s Executive Order), published by Börsen-Zeitung on February 14, 2025.

The article discusses the impact of Trump’s FCPA executive order and its impact on the enforcement of the FCPA both for U.S. and non-U.S. companies.

Tory Lauterbach, Janine Durand and Jess Rollinson are the authors of “Trump’s Energy Plans: Climate, Data Centers, LNG And More” [PDF] published by Law360 on February 6, 2025.