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The following is part of our annual publication Selected Issues for Boards of Directors in 2026. Explore all topics or download the PDF.

Fiscal year 2025 was a year of extremes in terms of the number of enforcement actions brought by the Securities and Exchange Commission (SEC). During the first quarter of fiscal year 2025 (October through December 2024), the SEC reported a record-breaking number of enforcement actions.[1] However, for the remainder of the fiscal year, the SEC’s enforcement numbers significantly declined. Despite the reduction in enforcement actions seen in the second half of the year, there are early indications that enforcement under the second Trump administration is not disappearing but instead shifting focus. Public companies should expect continued SEC enforcement focused on fraud and harm to investors, and should remain mindful of the SEC Enforcement Division’s emphasis on voluntary report and cooperation.Continue Reading The Shifting SEC Enforcement Landscape: 2025 Year-in-Review

Introduction[1]

In this three-part series, we first discuss the outlook for whistleblower programs in the United States under the new administration. Second, we review initiatives relating to whistleblower reports in other jurisdictions over the past year. Third, we address emerging issues and considerations for companies regarding whistleblower reports.Continue Reading Whistleblowing in Focus: Recent Developments, Emerging Issues, and Considerations for Companies (Part Three: Looking Ahead)

Introduction[1]

Many jurisdictions have passed laws promoting and protecting whistleblower reporting, particularly with respect to potential violations of law by companies and their executives, while certain law enforcement authorities have introduced monetary awards programs to provide incentives to report potential violations of law.[2] These previous efforts to encourage whistleblower reporting generally continued in the past year. In this three-part series, we first discuss the outlook for whistleblower programs in the United States under the new administration. Second, we review initiatives relating to whistleblower reports in other jurisdictions over the past year. Third, we address emerging issues and considerations for companies in relation to whistleblower reports.Continue Reading Whistleblowing in Focus: Recent Developments, Emerging Issues, and Considerations for Companies

As of July 8, the U.S. Department of Justice (“DOJ”) is scheduled to begin full enforcement of its Data Security Program (“DSP”) and the recently issued Bulk Data Rule after its 90-day limited enforcement policy expires, ushering in “full compliance” requirements for U.S. companies and individuals.[1] Continue Reading Enforcement Countdown: Is DOJ Ready for the Bulk Data Rule “Grace Period” to End?

On May 12, 2025, the Criminal Division of the Department of Justice (“DOJ”) announced several policy changes related to its approach to white collar criminal enforcement.  Matthew R. Galeotti, the current head of the Criminal Division, noted that DOJ would be “turning a new page on white-collar and corporate enforcement” and emphasizing the principles of “focus, fairness and efficiency” in its investigations and prosecutions.  As part of this policy roll-out, DOJ issued a new White Collar Enforcement Plan (the “Enforcement Plan”) and key revisions to the Corporate Enforcement and Voluntary Self-Disclosure Policy (“CEP”), Monitor Selection Policy, and Whistleblower Awards Pilot Program.[1] Continue Reading DOJ Criminal Division Announces White Collar Enforcement Plan and Revisions to Three Key Policies

On April 11, 2025, the U.S. Department of Justice, National Security Division (“DOJ”) issued a compliance guide (“Compliance Guide”), a set of frequently asked questions (“FAQs”), and a 90-day limited enforcement policy (“Enforcement Policy”) relating to implementation of the Data Security Program, codified at 28 C.F.R. Part 202 (“DSP”).  The DSP is a regulatory program designed to prevent certain countries of concern—China, Cuba, Iran, North Korea, Russia, and Venezuela—and covered persons from having access to Americans’ bulk sensitive personal data and U.S. government-related data.  The DSP largely went into effect on April 8, 2025. Continue Reading DOJ Issues Additional Guidance as Data Security Program Enters into Effect; Limits Enforcement for First 90 Days

Earlier this month, the U.S. Department of Commerce (Commerce), Bureau of Industry and Security (BIS) held its annual Update Conference on Export Controls and Policy (the Conference).  During the Conference, key government officials signaled an intent to ramp up enforcement of the Export Administration Regulations (EAR) going forward.  For example, in opening remarks to Conference attendees, U.S. Secretary of Commerce Howard Lutnick said there would be a “dramatic” increase in enforcement by BIS under the Trump administration, including increased fines and penalties for parties that violate the EAR.Continue Reading U.S. Government Signals Intent to Increase Enforcement of U.S. Export Controls

As discussed in our last Corporate Transparent Act (CTA) update, the U.S. Treasury Department announced on March 2 that it planned to issue an interim rule excluding U.S. companies and citizens from CTA reporting obligations. The Financial Crimes Enforcement Network (FinCEN) has now done so, limiting the scope of the CTA to non-U.S. parties. This will dramatically reduce the operational burdens and costs of the CTA for registered investment advisers.Continue Reading FinCEN Eliminates CTA Requirements for All U.S. Companies and U.S. Individuals

On Wednesday evening, the SEC Staff published two new FAQs relating to the presentation of gross and net performance under the Investment Advisers Act Marketing Rule, the sweeping 2022 overhaul of the advertising and endorsement restrictions applicable to registered investment advisers (“RIAs”).  Both FAQs provide significant relief from prior Staff interpretations of the Marketing Rule and will dramatically reduce compliance burdens for RIAs in the areas of performance of individual investments and certain performance “characteristics” of portfolios and investments.  The limited open questions raised by new FAQs pale in comparison to the issues RIAs faced with the prior interpretations.Continue Reading SEC Staff Reverses Some “Gross/Net” Marketing Rule Guidance

We noted in our last Corporate Transparent Act (CTA) update that on February 27, 2025, the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Treasury Department, announced that it would not take any enforcement actions against any company that does not file or update beneficial ownership information required under the CTA until after FinCEN issued a new interim rule.  The Treasury Department announced yesterday that it will not enforce any penalties or fines against “U.S. citizens or domestic reporting companies or their beneficial owners” for not filing this information even after the new interim rule.  Instead, the Treasury Department said that it will issue a proposed rulemaking “that will narrow the scope of the rule to foreign reporting companies only.” Continue Reading Trump Administration Proposes Eliminating CTA Requirements for All U.S. Companies