DROPLETS
The U.S. Securities and Exchange Commission has proposed 'Regulation Crypto Assets' to create a tailored offering and registration-exemption framework for certain digital assets initially sold as investment contracts.
The U.S. Securities and Exchange Commission on August 18, 2026, proposed 'Regulation Crypto Assets,' a new framework intended to facilitate capital formation for digital asset projects in the United States. The proposal, which follows a March interpretation and builds on groundwork by Commissioner Hester Peirce, aims to provide legal clarity for an industry often operating in a gray area of securities law. For sophisticated counsel and their clients, this development is critical as it signals a potential shift from enforcement-led policy to a tailored, formal regulatory regime. The proposed rules introduce four key components: a safe harbor for crypto assets to 'exit' securities status once managerial efforts cease; a 'startup exemption' for offerings up to $5 million over four years; a 'fundraising exemption' for raises up to $75 million annually; and federal preemption of corresponding state registration laws. The proposal could significantly alter strategy for digital asset issuers, trading platforms, and intermediaries. The public comment period is open until October 20, 2026, an
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A new final rule eliminates the requirement for federal contractors to use Form CC-305 to invite applicants and employees to self-identify as having a disability.
The Department of Labor’s Office of Federal Contract Compliance Programs (OFCCP) has issued a final rule that eliminates the requirement for federal contractors and subcontractors to ask job applicants and employees to self-identify their disability status. This action also retires the mandatory OMB-approved form, Form CC-305, which was previously used for this data collection. The rule, published in the Federal Register on August 21, 2026, effectively ends the agency's disability utilization goals that were benchmarked against this data. The change marks a significant reversal of prior policy and will require immediate adjustments to contractors' compliance programs. Corporate counsel should advise HR and talent acquisition teams to revise their application and onboarding materials and processes to remove the now-obsolete self-identification inquiry. While this change reduces a specific administrative burden, contractors must still adhere to all other non-discrimination and affirmative action obligations under Section 503 of the Rehabilitation Act.
The new package includes an age-appropriate design code, creating new compliance obligations for online services likely to be accessed by minors.
New Jersey has enacted a legislative package aimed at protecting children online, featuring an age-appropriate design code that will impose new requirements on online services and products likely to be accessed by minors. The development continues a significant trend of US states creating their own distinct rules for online child safety, following the model of California's Age-Appropriate Design Code Act and similar regulations abroad. The growing number of state-specific laws creates an increasingly complex and costly compliance patchwork for national and global technology companies. This moves regulatory concerns beyond traditional data privacy into the architecture and function of platforms serving young users. General counsel and compliance officers at companies with any significant online presence must now track another state-specific regime. Counsel should analyze the New Jersey law's specific provisions to determine its scope and applicability, assess whether their platforms fall under its definitions, and prepare for design and policy changes before the law’s effective date.
The D.C. Circuit held for the first time that companies designated by the Department of Defense as Chinese military companies under Section 1260H are entitled to Fifth Amendment due process protections before the listing becomes final.
In a case of first impression, the U.S. Court of Appeals for the D.C. Circuit unanimously reversed a district court decision, holding that the Department of Defense must provide due process to companies it intends to list as Chinese military companies under Section 1260H of the National Defense Authorization Act. The ruling is the first appellate decision to find that companies are entitled to Fifth Amendment protections before such a designation becomes final. The decision establishes an important new precedent at the intersection of national security, constitutional rights, and administrative law. For sophisticated clients, particularly those in the technology sector or with operations in China, the ruling provides a critical procedural safeguard. A designation carries significant reputational and commercial risk, and this decision creates a new avenue to challenge a listing before it takes effect. Counsel for companies potentially subject to Section 1260H should evaluate this precedent to prepare challenges. The DoD will likely need to establish new procedures providing notice and
…
The FTC's successful federal court challenge to Henkel's acquisition of Liquid Nails confirms a strategic shift toward seeking permanent injunctions directly, bypassing its own administrative process.
A US district court has granted the Federal Trade Commission a permanent injunction to block Henkel’s proposed $725 million acquisition of Liquid Nails, a key rival to its Loctite brand in the construction adhesives market. The Southern District of New York sided with the FTC’s argument that the horizontal merger would eliminate significant head-to-head competition, leading to higher prices and reduced quality and innovation for consumers.
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The Division of Corporation Finance will no longer issue no-action letters or no-objection representation-based letters on shareholder proposal exclusions, ending its arbitral role in the Rule 14a-8 process.
On August 14, 2026, the SEC's Division of Corporation Finance announced it will permanently stop responding to Rule 14a-8 no-action requests, including the previously preserved Rule 14a-8(i)(1) state-law exclusion requests and the unqualified-representation no-objection letter process piloted during the 2025-26 proxy season. The updated guidance, which applies until further notice, shifts the entire shareholder proposal exclusion mechanism away from staff intermediation, consistent with Chairman Atkins's stated preference for market-led dispute resolution. Companies must still file Rule 14a-8(j) notices at least 80 calendar days before filing a definitive proxy statement, now exclusively through the new online Shareholder Proposal Form, but they will receive no staff comfort letter. The 2025-26 exclusion rate held near 22%, suggesting limited immediate behavioral change, yet the absence of staff sign-off elevates litigation and Delaware state-court exposure for issuers, increases reliance on counsel judgment, and reshapes how corporate secretaries, ESG and governance teams, and outsi
…
The U.S. Securities and Exchange Commission has proposed 'Regulation Crypto Assets' to create a tailored offering and registration-exemption framework for certain digital assets initially sold as investment contracts.
The U.S. Securities and Exchange Commission on August 18, 2026, proposed 'Regulation Crypto Assets,' a new framework intended to facilitate capital formation for digital asset projects in the United States. The proposal, which follows a March interpretation and builds on groundwork by Commissioner Hester Peirce, aims to provide legal clarity for an industry often operating in a gray area of securities law. For sophisticated counsel and their clients, this development is critical as it signals a potential shift from enforcement-led policy to a tailored, formal regulatory regime. The proposed rules introduce four key components: a safe harbor for crypto assets to 'exit' securities status once managerial efforts cease; a 'startup exemption' for offerings up to $5 million over four years; a 'fundraising exemption' for raises up to $75 million annually; and federal preemption of corresponding state registration laws. The proposal could significantly alter strategy for digital asset issuers, trading platforms, and intermediaries. The public comment period is open until October 20, 2026, an
…
The FTC's successful federal court challenge to Henkel's acquisition of Liquid Nails confirms a strategic shift toward seeking permanent injunctions directly, bypassing its own administrative process.
A US district court has granted the Federal Trade Commission a permanent injunction to block Henkel’s proposed $725 million acquisition of Liquid Nails, a key rival to its Loctite brand in the construction adhesives market. The Southern District of New York sided with the FTC’s argument that the horizontal merger would eliminate significant head-to-head competition, leading to higher prices and reduced quality and innovation for consumers.
…
A new final rule eliminates the requirement for federal contractors to use Form CC-305 to invite applicants and employees to self-identify as having a disability.
The Department of Labor’s Office of Federal Contract Compliance Programs (OFCCP) has issued a final rule that eliminates the requirement for federal contractors and subcontractors to ask job applicants and employees to self-identify their disability status. This action also retires the mandatory OMB-approved form, Form CC-305, which was previously used for this data collection. The rule, published in the Federal Register on August 21, 2026, effectively ends the agency's disability utilization goals that were benchmarked against this data. The change marks a significant reversal of prior policy and will require immediate adjustments to contractors' compliance programs. Corporate counsel should advise HR and talent acquisition teams to revise their application and onboarding materials and processes to remove the now-obsolete self-identification inquiry. While this change reduces a specific administrative burden, contractors must still adhere to all other non-discrimination and affirmative action obligations under Section 503 of the Rehabilitation Act.
The D.C. Circuit held for the first time that companies designated by the Department of Defense as Chinese military companies under Section 1260H are entitled to Fifth Amendment due process protections before the listing becomes final.
In a case of first impression, the U.S. Court of Appeals for the D.C. Circuit unanimously reversed a district court decision, holding that the Department of Defense must provide due process to companies it intends to list as Chinese military companies under Section 1260H of the National Defense Authorization Act. The ruling is the first appellate decision to find that companies are entitled to Fifth Amendment protections before such a designation becomes final. The decision establishes an important new precedent at the intersection of national security, constitutional rights, and administrative law. For sophisticated clients, particularly those in the technology sector or with operations in China, the ruling provides a critical procedural safeguard. A designation carries significant reputational and commercial risk, and this decision creates a new avenue to challenge a listing before it takes effect. Counsel for companies potentially subject to Section 1260H should evaluate this precedent to prepare challenges. The DoD will likely need to establish new procedures providing notice and
…
The new package includes an age-appropriate design code, creating new compliance obligations for online services likely to be accessed by minors.
New Jersey has enacted a legislative package aimed at protecting children online, featuring an age-appropriate design code that will impose new requirements on online services and products likely to be accessed by minors. The development continues a significant trend of US states creating their own distinct rules for online child safety, following the model of California's Age-Appropriate Design Code Act and similar regulations abroad. The growing number of state-specific laws creates an increasingly complex and costly compliance patchwork for national and global technology companies. This moves regulatory concerns beyond traditional data privacy into the architecture and function of platforms serving young users. General counsel and compliance officers at companies with any significant online presence must now track another state-specific regime. Counsel should analyze the New Jersey law's specific provisions to determine its scope and applicability, assess whether their platforms fall under its definitions, and prepare for design and policy changes before the law’s effective date.
The U.S. Securities and Exchange Commission has proposed 'Regulation Crypto Assets' to create a tailored offering and registration-exemption framework for certain digital assets initially sold as investment contracts.
The U.S. Securities and Exchange Commission on August 18, 2026, proposed 'Regulation Crypto Assets,' a new framework intended to facilitate capital formation for digital asset projects in the United States. The proposal, which follows a March interpretation and builds on groundwork by Commissioner Hester Peirce, aims to provide legal clarity for an industry often operating in a gray area of securities law. For sophisticated counsel and their clients, this development is critical as it signals a potential shift from enforcement-led policy to a tailored, formal regulatory regime. The proposed rules introduce four key components: a safe harbor for crypto assets to 'exit' securities status once managerial efforts cease; a 'startup exemption' for offerings up to $5 million over four years; a 'fundraising exemption' for raises up to $75 million annually; and federal preemption of corresponding state registration laws. The proposal could significantly alter strategy for digital asset issuers, trading platforms, and intermediaries. The public comment period is open until October 20, 2026, an
…
The Division of Corporation Finance will no longer issue no-action letters or no-objection representation-based letters on shareholder proposal exclusions, ending its arbitral role in the Rule 14a-8 process.
On August 14, 2026, the SEC's Division of Corporation Finance announced it will permanently stop responding to Rule 14a-8 no-action requests, including the previously preserved Rule 14a-8(i)(1) state-law exclusion requests and the unqualified-representation no-objection letter process piloted during the 2025-26 proxy season. The updated guidance, which applies until further notice, shifts the entire shareholder proposal exclusion mechanism away from staff intermediation, consistent with Chairman Atkins's stated preference for market-led dispute resolution. Companies must still file Rule 14a-8(j) notices at least 80 calendar days before filing a definitive proxy statement, now exclusively through the new online Shareholder Proposal Form, but they will receive no staff comfort letter. The 2025-26 exclusion rate held near 22%, suggesting limited immediate behavioral change, yet the absence of staff sign-off elevates litigation and Delaware state-court exposure for issuers, increases reliance on counsel judgment, and reshapes how corporate secretaries, ESG and governance teams, and outsi
…
Grade 3 — worth a glance, not the full analysis.
- Levered Feeder Funds: Security and Structural Considerations
Master-feeder financing structures create interconnected lender exposures requiring careful collateral mapping, cash flow control agreements, and default protocol alignment.
- Multinationals Face Rising Regulatory Scrutiny on Sell-Side Contracts
Foley & Lardner guide explains how compliance teams should review customer-facing agreements for pricing, market access, data flows, sanctions, and tariff exposure.
- 17 AGs Seek to Suspend California’s Entire EPR Packaging Law
A 17-state attorney general coalition and NAW filed a motion for preliminary injunction in EDCA to block SB 54, California's Plastic Pollution Prevention and Packaging Producer Responsibility Act, while constitutional challenges proceed.
- Cyber Due Diligence for Digital Energy Assets
A new analysis offers key considerations for assessing and mitigating cyber risks in debt and equity transactions involving digitalized energy infrastructure.
- DOJ Fraud Division Outlines Enforcement Priorities in New Memo
Assistant Attorney General Colin M. McDonald's memorandum to Fraud Division personnel details key enforcement priorities and announces specialized litigation sections targeting government and individual fraud.