On January 13, 2026, United States Securities and Exchange Commission (SEC) Chairman Paul Atkins issued a statement in which he broadly noted that the disclosure requirements of Regulation S-K do not always yield "information...more
On January 26, 2026, Securities and Exchange Commission Commissioner Mark T. Uyeda delivered remarks at the 53rd annual Securities Regulation Institute. The Commissioner focused his comments on efforts to improve capital...more
Welcome to the inaugural McGuireWoods’ Quarterly Securities & Capital Markets Update. Each edition will review important securities law developments from the previous quarter and alert readers of significant considerations...more
Now that 2026 has begun, United States public companies with a December 31 fiscal year-end will be working to prepare their annual reports on Form 10-K for filing with the US Securities and Exchange Commission (SEC). ...more
A few weeks ago, Corp Fin issued a new CDI that didn’t get a lot of attention because the SEC didn’t push out an email alert about it like it normally does....more
On August 27, 2025, the staff of the Securities and Exchange Commission (the “SEC”) published new Exchange Act Rules Compliance and Disclosure Interpretation 130.05, governing the treatment of certain former smaller reporting...more
In light of the recent market volatility, public companies should keep in mind the upcoming annual re-evaluation of their filer status, as a change may have ramifications for both the timing and content for the following...more
On February 18, the U.S. District Court for the Eastern District of Texas lifted the preliminary injunction against enforcement of the Corporate Transparency Act (CTA) and the beneficial ownership reporting rule promulgated...more
The Corporate Transparency Act (“CTA”) has been on a journey this past month with a whirlwind of court rulings: halted by a federal district court, reinstated by the Fifth Circuit’s motions panel, had its reporting deadlines...more
On December 26, 2024, in Texas Top Cop Shop, Inc. v. Garland, No. 24-40792, 2024 WL 5224138 (5th Cir. Dec. 26, 2024), a merits panel of the United States Court of Appeals for the Fifth Circuit issued an order vacating the...more
Late on December 26, 2024, the U.S. Court of Appeals for the Fifth Circuit reversed its own decision from earlier in the week, reinstating the nationwide preliminary injunction preventing the enforcement of the Corporate...more
On December 26, 2024, the Fifth Circuit Court of Appeals reinstated the nationwide preliminary injunction blocking enforcement of the Corporate Transparency Act (CTA). This decision was made to "preserve the constitutional...more
On December 26, 2024, the US Court of Appeals for the Fifth Circuit changed course, effectively reinstating the preliminary injunction enjoining enforcement of the Corporate Transparency Act (CTA)....more
As reported in our recent Update, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction against enforcement of the beneficial ownership information reporting requirements of the...more
On December 26, 2024, the U.S. Court of Appeals for the Fifth Circuit issued an unsigned order in Texas Top Cop Shop, Inc. v. Garland, No. 24-40792, reversing its prior December 23 order lifting the preliminary injunction...more
Here’s a brief recap of the CTA drama to date: On December 3, 2024, in the case of Texas Top Cop Shop, Inc., et al. v. Garland, et al., the U.S. District Court for the Eastern District of Texas found the Corporate...more
In a highly unusual and unexpected order, late on December 26, 2024, a “merits panel” of the Fifth Circuit (made up of different judges than the “motions panel” that stayed the nationwide preliminary injunction on December...more
Following up on our most recent blog post on developments regarding the enforcement date for the Corporate transparency Act (“CTA”), on December 26, 2024, the Fifth Circuit Panel that will ultimately be handling the merits of...more
If you are feeling a bit of whiplash today, you are not alone. The United States Court of Appeals for the Fifth Circuit has reinstated a preliminary nationwide injunction of the Corporate Transparency Act (“CTA”)....more
The on-again, off-again nationwide injunction barring enforcement of the Corporate Transparency Act (CTA) is back on. The Fifth Circuit Court of Appeals will hear the case of Texas Top Cop Shop, Inc. v. Merrick Garland,...more
On December 26, 2024, the Fifth Circuit merits panel assigned to Texas Top Cop Shop, Inc. v. Garland, No. 24-40792, reinstated a nationwide preliminary injunction enjoining enforcement of the Corporation Transparency Act and...more
Shortly after publication of our December 23, 2024 Client Alert regarding the Fifth Circuit’s reinstatement of the CTA, FinCEN issued guidance administratively extending the deadlines for certain BOI Report filings. Most...more
On Monday, December 23, 2024, the Fifth Circuit Court of Appeals issued an order reviving the January 1, 2025, deadline for reporting companies to file beneficial ownership information reports with the Financial Crimes...more
As previously reported, on December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction on the enforcement of the Corporate Transparency Act (the “CTA”) and its...more
On December 23, 2024, in response to an emergency motion by the US Department of Justice, the US Court of Appeals for the Fifth Circuit stayed the nationwide preliminary injunction against enforcement of the Corporate...more