Insights
The licensing regime in Nevada for consumer lenders and in particular for internet-based programs has been complicated and confusing. The situation is being clarified by recent legislation.
On May 28, 2025, Nevada Governor Joe Lombardo signed Senate Bill 437 (“SB 437”), which makes key changes for qualifying “Internet consumer lenders” under the Nevada Installment Loan and Finance Act.
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On May 28, 2025, Texas Governor Greg Abbott signed House Bill 21/Senate Bill 867 into law (the “Act”), which amends Chapter 394 of the Texas Local Government Code, the Texas Housing Finance Corporations Act (the “HFC Statute”). The Act is effective immediately, although specific provisions provide additional time for compliance.
Key provisions of the Act are summarized below. Chapman will issue further alerts detailing certain provisions and will continue to work with our industry colleagues to provide additional guidance and training materials.
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On April 24, 2025, the Board of Governors of the Federal Reserve Board (“FRB”) withdrew its previously issued supervisory guidance for banks related to certain crypto-asset activities. This development marks the latest in a series of coordinated regulatory shifts by federal banking agencies toward a more innovation-supportive framework for digital asset activities, building on the recent action of the Office of the Comptroller of the Currency (“OCC”) in Interpretive Letter 1183.
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On March 19, 2025, the staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (“Commission”) updated its Marketing Compliance Frequently Asked Questions (“March 2025 FAQs”) to provide no-action relief with respect to the presentation of extracted performance, as well as clarity on whether certain portfolio or investment characteristics constitute “performance” for purposes of Rule 206(4)-1 (the “Marketing Rule”) under the Investment Advisers Act of 1940 (the “Advisers Act”).
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On April 4, 2025, the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (the “SEC”) issued a statement (“Statement”) that the offer and sale of “Covered Stablecoins,” as defined by Corp Fin, does not involve the offer and sale of securities within the meaning of Section 2(a)(1) of the Securities Act of 1933 (the “Securities Act”) or Section 3(a)(10) of the Securities Exchange Act of 1934 (the “Exchange Act”). Accordingly, Corp Fin stated that “persons involved in the process of ‘minting’ (or creating) and redeeming Covered Stablecoins do not need to register those transactions with the SEC under the Securities Act or fall within one of the Securities Act’s exemption from registration.”
In this article, authors Michael Friedman, Chapman's Israel practice head and practice leader for the firm's Special Situations and Restructuring Group, and associate Helena Honig, provide perspective on distressed investments in real estate in the United States and unique opportunities for investors willing to accept increased levels of risk to generate value and higher returns.
Chapman and Cutler LLP mourns the loss of retired partner, colleague, and friend, Craig Fishman.
Changes are coming for health care organizations that are borrowers with respect to municipal securities. New data standards required under the Financial Data Transparency Act of 2022 (FDTA) could take effect as early as 2027. In the March/April 2025 issue of AHLA’s Health Law Connections, Chapman partners Mary Kimura and Hillary Phelps provide a summary of the FDTA and the joint standards proposed in August 2024, including reactions from municipal securities industry participants and a look ahead at the next stages of the rulemaking process. They also explore potential impacts of the new data standards on health care organizations and systems.
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On March 7, 2025, the Office of the Comptroller of the Currency (“OCC”) issued Interpretive Letter 1183, which confirms that national banks may engage in certain crypto-assets activities and reverses the previous requirement that they first obtain a supervisory non-objection letter before engaging in such activities.
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As reported in our recent series of Client Alerts, the Corporate Transparency Act (“CTA”) and the U.S. Department of the Treasury’s (the “Treasury Department”) Financial Crimes Enforcement Network’s (“FinCEN”) related beneficial ownership information (“BOI”) reporting rules have been the subject of a multitude of lawsuits, injunctions and announcements.
- Topic: Cryptocurrency
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On April 4, 2025, the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (the “SEC”) issued a statement (“Statement”) that the offer and sale of “Covered Stablecoins,” as defined by Corp Fin, does not involve the offer and sale of securities within the meaning of Section 2(a)(1) of the Securities Act of 1933 (the “Securities Act”) or Section 3(a)(10) of the Securities Exchange Act of 1934 (the “Exchange Act”). Accordingly, Corp Fin stated that “persons involved in the process of ‘minting’ (or creating) and redeeming Covered Stablecoins do not need to register those transactions with the SEC under the Securities Act or fall within one of the Securities Act’s exemption from registration.”
On March 7, 2025, the Office of the Comptroller of the Currency (“OCC”) issued Interpretive Letter 1183, which confirms that national banks may engage in certain crypto-assets activities and reverses the previous requirement that they first obtain a supervisory non-objection letter before engaging in such activities.
The Digital Chamber released a new report: "Beyond Merit: How the SEC's Division of Investment Management Blocked Permissible Investments in Digital Assets." The report seeks to provide a workable framework to turn historical Division of Investment Management actions regarding digital assets into a path forward for the increased availability of digital assets in investment company products. Chapman's Rick Coyle and Morrison Warren assisted in the preparation.
Chapman's quarterly Regulatory Update contains an overview of the latest regulatory actions, market happenings, and litigation and enforcement activity in the investment management space.
Chapman acted as counsel on the registration and listing of two of the first eight spot Ethereum (ether) exchange-traded funds (ETFs) to begin trading in the United States, following the U.S. Securities and Exchange Commission (SEC) declaring the registration statements for the ether ETFs effective on July 22, 2024.
Chapman acted as counsel on the registration and listing of three of the first spot bitcoin exchange-traded funds (ETFs) to launch in the United States, which received approval from the U.S. Securities and Exchange Commission (SEC) on January 10, 2024.
Chapman's quarterly Regulatory Update contains an overview of the latest regulatory actions, market happenings, and litigation and enforcement activity in the investment management space.
Chapman's quarterly Regulatory Update contains an overview of the latest regulatory actions, market happenings, and litigation and enforcement activity in the investment management space.
Chapman represented the Chamber of Digital Commerce in connection with its “Spot Bitcoin ETF Initiative” which set out to gain a deep understanding of the industry’s experience in pursuit of a registered Spot Bitcoin ETF and provide insight into the most realistic avenues for ultimately getting the SEC to approve this widely anticipated investment product.
