On March 1, 2024, an Alabama federal court declared the Corporate Transparency Act (CTA) unconstitutional—but only enjoined its enforcement as to the specific litigants.
As described in our prior alerts, the CTA...more
In 2023, Registered Investment Advisers (“RIAs”) who are registered with the Securities and Exchange Commission (“SEC”) should be prepared for regulatory changes. These include proposed changes to rules governing RIA...more
On September 30, 2022, the U.S. Financial Crimes Enforcement Network (“FinCEN”) published its final rule implementing Section 6403 of the Corporate Transparency Act (“CTA”). The final rule, which will take effect on...more
The Public Company Accounting Oversight Board (PCAOB) announced on August 26, 2022, that it has signed a Statement of Protocol (SOP) Agreement with the China Securities Regulatory Commission (CSRC) and China’s Ministry of...more
9/9/2022
/ Accounting ,
Accounting Standards ,
Auditors ,
China ,
China Securities Regulatory Commission (CSRC) ,
Government Investigations ,
Hong Kong ,
Inspections ,
Internal Audit Functions ,
PCAOB ,
Public Accounting Oversight Board ,
Publicly-Traded Companies
On December 8, 2021, the U.S. Financial Crimes Enforcement Network (FinCEN) issued a Notice of Proposed Rulemaking (NPRM) implementing Section 6403 of the Corporate Transparency Act (CTA), which gives the public until...more
12/21/2021
/ Anti-Money Laundering ,
Beneficial Owner ,
Corporate Transparency Act ,
Domestic Corporations ,
FinCEN ,
Foreign Corporations ,
National Security ,
NPRM ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
On November 4, 2021, the U.S. Securities and Exchange Commission (SEC) approved the Public Company Accounting Oversight Board's (PCAOB) Rule 6100, Board Determinations Under the Holding Foreign Companies Accountable Act (Rule...more
12/7/2021
/ Auditors ,
Audits ,
Broker-Dealer ,
Corporate Issuers ,
Disclosure Requirements ,
Final Rules ,
Foreign Corporations ,
Holding Companies ,
Investment Adviser ,
New Rules ,
PCAOB ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
Trading Policies
The SBA recently issued its Procedural Notice on when a lender may request the SBA to honor its guaranty of a PPP loan. The PPP loan program has been in place for over a year and has provided billions of dollars of assistance...more
7/22/2021
/ Banking Sector ,
Change of Control ,
Charge-Off ,
Commercial Bankruptcy ,
Government-Guaranteed Loans ,
Lenders ,
Loan Forgiveness ,
New Guidance ,
Paycheck Protection Program (PPP) ,
Proof of Claims ,
SBA ,
SBA Lending Programs
President Biden has signed an Executive Order effective August 2, 2021, affirming and expanding U.S. policy restricting the purchase and sale of publicly traded securities of listed Chinese companies with a nexus to China's...more
7/15/2021
/ Biden Administration ,
China ,
Defense Sector ,
Economic Sanctions ,
Executive Orders ,
Foreign Investment Fund ,
Foreign Policy ,
Human Rights ,
Investors ,
Office of Foreign Assets Control (OFAC) ,
Prohibited Transactions ,
Securities Transactions ,
Surveillance
The interim final amendments (IFR) adopted by the U.S. Securities and Exchange Commission (SEC) to Forms 10-K, 20-F, 40-F and N-CSR to implement the submission and disclosure requirements of the Holding Foreign Companies...more
UPDATED, APRIL 5, 2021: On March 30, 2021, President Biden signed the PPP Extension Act of 2021 into law extending the Paycheck Protection Program from March 31, 2021, to June 30, 2021. However, the SBA may not accept new...more
This alert addresses recent developments relating to former President Trump's executive orders on Chinese Military Companies that affect both investors in covered securities and exporters.
OFAC's Frequent Asked Questions -...more
The SBA, in consultation with the Department of Treasury, has announced that it is reopening its portal for first draw and second draw PPP applications to all eligible PPP lenders today, January 19, 2021. The portal had...more
1/20/2021
/ CARES Act ,
Coronavirus/COVID-19 ,
Economic Injury Disaster Loans ,
Federal Loans ,
Financial Stimulus ,
Interim Final Rules (IFR) ,
Paycheck Protection Program (PPP) ,
Relief Measures ,
SBA ,
SBA Lending Programs ,
Small Business
In June and December of 2020, Miller Canfield reported that the Fifth and Eleventh Circuits had held that the Small Business Administration ("SBA") may exclude debtors in bankruptcy from consideration for Paycheck Protection...more
1/18/2021
/ CARES Act ,
Commercial Bankruptcy ,
Consolidated Appropriations Act (CAA) ,
Coronavirus/COVID-19 ,
Corporate Counsel ,
Debtors ,
Interim Final Rules (IFR) ,
Lenders ,
Paycheck Protection Program (PPP) ,
Relief Measures ,
SBA ,
SBA Lending Programs ,
Small Business
The Corporate Transparency Act (CTA), part of the 2021 National Defense Authorization Act enacted into law on January 1, 2021, will impose new beneficial ownership reporting requirements on many companies. The stated purposes...more
1/11/2021
/ Anti-Money Laundering ,
Beneficial Owner ,
Customer Due Diligence (CDD) ,
Department of Defense (DOD) ,
Federal Acquisition Regulations (FAR) ,
Federal Contractors ,
Federal Funding ,
Federal Procurement Systems ,
FinCEN ,
Know Your Customers ,
NDAA ,
Reporting Requirements ,
Small Business ,
Transparency ,
U.S. Treasury
The Holding Foreign Companies Accountable Act (Act), which was signed into law by President Trump on December 18, 2020, amends the Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley) and requires the Securities and Exchange...more
12/30/2020
/ Amended Legislation ,
Audits ,
China ,
Corporate Governance ,
Foreign Corporations ,
Government Entities ,
New Legislation ,
PCAOB ,
Publicly-Traded Companies ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
On December 23, 2020, the U.S. Department of Commerce Bureau of Industry and Security (BIS) issued the anticipated list of designated military end users (MEU List) under Section §744.21 (MEU Rule) of the Export Administration...more
12/29/2020
/ Bureau of Industry and Security (BIS) ,
China ,
Department of Defense (DOD) ,
Entity List ,
Export Administration Regulations (EAR) ,
Export Controls ,
Exports ,
Military End Use ,
National Security ,
NDAA ,
Russia ,
U.S. Commerce Department
On December 7, 2020, the Michigan Department of Health and Human Services (MDHHS) issued the latest Gatherings and Face Mask Order. This new order effectively extends the gathering restrictions, the face mask mandate, and the...more
On November 12, 2020, President Trump issued an executive order (the "Order") prohibiting United States persons from investing in publicly traded securities of any person designated by the Secretary of Defense or the...more
11/18/2020
/ China ,
Defense Sector ,
Department of Defense (DOD) ,
Divestment ,
Foreign Investment ,
International Emergency Economic Powers Act (IEEPA) ,
National Security ,
NDAA ,
Publicly-Traded Companies ,
Trump Administration ,
US Trade Policies
In light of the recent surge of COVID-19 cases in Michigan, governmental agencies in charge of workplace safety and public health have issued several directives and guidance to employers and businesses in the hope of...more
On Thursday, October 29, 2020, Robert Gordon, Director of the Michigan Department of Health and Human Services, issued "Emergency Order Under MCL 333.2253 – Gatherings and Face Mask Order" ("Oct. 29 Order"). The Oct. 29...more
Michigan Governor Gretchen Whitmer signed into law several bills on October 22, 2020, including those providing a liability shield to individuals and entities that comply with COVID-19-related government directives and...more
On October 9, 2020, the Director of the Michigan Department of Health and Human Services issued an emergency order reinstating some, but not all, of the restrictions contained in Governor Whitmer's COVID-19 emergency orders...more
The BE-10 Benchmark Survey of U.S. Direct Investment Abroad (BE-10 Benchmark Survey) is a mandatory survey conducted once every five years by the Bureau of Economic Analysis (BEA) of the U.S. Department of Commerce to obtain...more
On May 7, 2020, Michigan Gov. Gretchen Whitmer opened up manufacturing in Michigan as a part of an overall extension of the state's Stay Home, Stay Safe orders. With the new executive order, manufacturing will re-open on May...more
While the loan forgiveness features of the Paycheck Protection Program loans (“PPP Loans”) have made PPP loans very attractive to eligible small businesses, borrowers wanting to take advantage of loan forgiveness need to...more