Category Archives: Treatise

Book Update: Mutual Funds and Exchange Traded Funds Regulation (Third Edition)

Mutual Funds and Exchange Traded Funds Regulation delivers up-to-date, practical guidance on navigating the complex regulatory landscape governing mutual funds and ETFs. It covers everything from prospectus standards and contract drafting to valuation methods, marketing compliance, and cybersecurity risks. With expert insights on avoiding legal pitfalls and meeting regulatory expectations, this annually updated volume is a vital tool for staying ahead in a rapidly evolving financial environment.

Highlights of this release include:

Chapter 1, An Introduction to Mutual Funds, follows the latest developments in the history of the mutual fund industry (Section 1:1).
Chapter 40, Treasury and Related Reporting, outlines key reporting obligations for U.S. institutional investors under the Treasury International Capital system, the Treasury Foreign Currency system, and the Bureau of Economic Analysis’s “BE system.” The discussion has been updated to include recent developments, with expanded coverage of the BE-10 Benchmark Survey (Form BE-10), highlighting its scope, filing requirements, and implications for cross-border investment reporting (Section 40:4.1[C]–[C][5]).
Chapter 45, Investment Management M&A, has been updated to cover the enforceability of non-compete agreements (Section 45:2.1); DOL fiduciary rule implementation (Section 45:3.7); and the U.K. FCA MiFID II rules on purchasing investment research (Section 45:5).
To aid in your research, the Table of Authorities and Index have been updated.

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Book Update: Investment Adviser Regulation: A Step-by-Step Guide to Compliance and the Law (Third Edition)

Stay ahead in the complex world of investment adviser compliance with Investment Adviser Regulation: A Step-by-Step Guide to Compliance and the Law. Covering SEC, state, and statutory standards, the book offers practical insights on registration, disclosure, advertising, cybersecurity, and more. With annual updates and expert guidance on Form ADV, advisory contracts, and best execution practices, it’s a must-have resource for advisers, attorneys, compliance professionals, and regulators.

Highlights of this release include:

Chapter 14, Privacy of Client Financial Information: An Overview, has been updated to reflect key regulatory developments, including the FTC’s May 2024 amendments to the Safeguards Rule, which now require financial institutions to report certain “Notification Events” (Section 14:2.2[E]). It also covers the NYDFS’s revised Cybersecurity Regulation—effective April 2024 and fully adopted by November 2025—introducing enhanced governance requirements for CISOs, expanded risk assessments, and updated incident response protocols (Section 14:6.3). Additionally, the chapter discusses Bermuda’s Personal Information Protection Act (PIPA), applicable to organizations handling personal data in Bermuda, including fintech firms (Section 14:7.4).
Chapter 42, Mutual Funds, covers the most recent reporting requirements affecting mutual funds (Section 42:1).
Chapter 43, Managed Advisory Accounts & Wrap Fee Programs, discusses the SEC’s Division of Examinations April 2024 risk alert that highlights the Division staff’s observations regarding compliance with the Marketing Rule (Section 43:10.2).
Chapter 54, Municipal Advisor Regulation, features expanded coverage of enforcement actions involving municipal advisors, focusing on both regulatory and fiduciary obligations (Section 54:1.1[A][1]–[A][4]). It also includes deeper analysis of how municipal advisory activities intersect with other professional services offered by advisor firms (Section 54:1.1[E][1]). Updates to MSRB and SEC rule discussions reflect recent rulemaking, including obligations for solicitor municipal advisors and requirements to obtain CUSIP numbers in certain competitive offerings (Section 54:18), along with enhanced guidance on supervisory and recordkeeping duties (Section 54:21).
Chapter 64, Blockchain and Digital Assets, has been updated to cover regulatory developments involving digital securities (Section 64:6.1) and commodities (Section 64:6.2).
To aid in your research, the Table of Authorities and Index have been updated.

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Book Update: Social Media and the Law (2025 Edition)

Social Media and the Law analyzes the use of social media in various legal contexts, including privacy, civil litigation, employment, criminal activity and prosecution, intellectual property, defamation, advertising, and regulated industries. Additionally, this treatise discusses relevant legislation, court opinions, usage trends, and industry responses.

Book Update: Climate Change, Sustainable Investments, and Social Governance

Climate Change, Sustainable Investments, and Social Governance offers a thorough analysis of the regulatory environment surrounding financial products and institutions that incorporate sustainability and social responsibility. The book highlights how these considerations are increasingly central to financial regulation both in the U.S. and globally.

Highlights of this release (Release #1) include the following:

Chapter 2, Climate Risk and Disclosures and Related Issues for Financial Institutions: An Overview of the Framework, updated to track the transition of climate action from the Biden to the Trump Administration (Section 2:3.4).

Chapter 8, ERISA and ESG Investing, includes updated guidance on ERISA’s fiduciary duty in the context of ESG (Environmental, Social, and Governance) investing. It discusses the Department of Labor’s Advisory Opinion 2023-01A, (Section 8:3.3[G], and provides new case law updates related to ESG investing under ERISA, (Section 8:5).

To aid in your research, the Table of Authoritiesand Indexhave also been updated.

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Book Update: Equipment Leasing– Leveraged Leasing

For over forty-five years, PLI’s Equipment Leasing– Leveraged Leasing has been the go-to resource for comprehensive legal, tax, economic, accounting, environmental, and insurance information to optimize leasing deals. The Seventh Edition updates readers on industry advancements, guiding them on whether to lease or buy, comply with leasing laws, draft agreements, achieve client goals, and minimize legal and financial risks.

The new release (Release #2) includes the following update:

Chapter 14A, Climate Finance Assets, discusses the use of capital investments in assets that mitigate or adapt to climate change, creating opportunities for financing new technologies like LED lighting, batteries, solar, wind, hydrogen, heat conversion, and geothermal. This chapter also presents information that is key to understanding the economics of the new technologies, the legal structures for financing them, and related issues.

The Table of Authorities and Index have also been updated to assist you in your research.

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New Title! Multidistrict Litigation

PLI Press is proud to announce the publication of the new treatise Multidistrict Litigation.

This brand-new treatise offers a detailed look at how multidistrict litigations (MDLs) work and the decision-making process of the Judicial Panel on Multidistrict Litigation (JPML). With its practical advice and valuable insights, this book is a must-have for lawyers in various fields, including antitrust, labor, patents, product liability, and securities. As MDLs become more common, readers can expect regular updates on the JPML’s latest decisions and analysis of new trends and developments.

Multidistrict Litigation is structured into seven chapters, and seven unique appendices:

Chapter 1, Overview.
Chapter 2, Multidistrict Litigation in Context.
Chapter 3, The Judicial Panel on Multidistrict Litigation: Powers and Limits.
Chapter 4, Centralization.
Chapter 5, Transferee Selection.
Chapter 6, Challenging the Panel’s Orders.
Chapter 7, Remand.
Appendix A, Published Centralization Orders.
Appendix B, Transferee Selection Factors.
Appendix C, 28 U.S.C. § 1407.
Appendix D, 28 U.S.C. § 2112.
Appendix E, Rules of Procedure of the United States Judicial Panel on Multidistrict Litigation.
Appendix F, Summary Rules of the United States Judicial Panel on Multidistrict Litigation.
Appendix G, Summary Statistics of the United States Judicial Panel on Multidistrict Litigation.

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Book Update: Securities Law and Practice Deskbook

Securities Law and Practice Deskbook is a thorough guide to the Securities Act of 1933 (“Securities Act”), the Securities Exchange Act of 1934 (“Exchange Act”), relevant rules and regulations, and key case law. This book serves as an introduction to U.S. federal securities laws, providing a base for how securities lawyers tackle issues. It also acts as a general review and a first resource for seasoned practitioners when dealing with unfamiliar aspects of securities law.

Updated twice a year to keep pace with frequently changing rules and regulations, the new release (Release #25) includes the following updates:

Chapter 1, Approaching Securities Law, discusses the Commission’s announcement of a “sensible regulatory path” for crypto assets and the creation of a crypto task force. It also discusses Nasdaq’s withdrawal of its board diversity rule and the decision by ISS and Glass Lewis to stop considering diversity factors in board election recommendations. Additionally, the chapter highlights the Commission’s request to the Eighth Circuit to delay oral arguments on climate change rules, suggesting these rules might be withdrawn.
Chapter 5, Reach of Securities Act Regulation, discusses the Commission’s decision to pause several crypto cases in anticipation of a different regulatory scheme for digital assets.
Chapter 6, Securities Act Registration Exemptions, covers The PIPE and private placement markets.
Chapter 8, Securities Act Liability, discusses the courts’ stance on traceability in Securities Act claims. It highlights the Ninth Circuit’s decision in Slack Technologies to extend the traceability requirement to section 12 claims, following the U.S. Supreme Court’s strict tracing requirement for section 11 claims.
Chapter 9, Registration and Periodic Reporting Under the Exchange Act, discusses potential shifts in regulatory policy, particularly regarding climate change disclosures. It highlights actions by acting Commission Chair Mark Uyeda that may signal the possible withdrawal of these rules.
Chapter 10, Regulation of Proxy Solicitations, explores corporate reincorporation and its impact on shareholder protections under state laws. It discusses uncertainty in proxy advisory service regulations, the ongoing legal debate over classifying proxy voting advice for a fee as a solicitation, and a significant mid-proxy season change where the Commission Staff issued SLB 14M, which shifts the focus of no-action requests for exclusion under Rule 14a-8 back to the specific company’s business rather than broader issues.
Chapter 12, Fraud Under Rule 10b-5 and Related Issues, talks about the rise in securities lawsuits in 2023, especially those involving Artificial Intelligence. It mentions that the total value of these cases has grown significantly. The chapter also covers the appeal in a “shadow trading” case and the success of the Commission’s Whistleblower program, which has awarded over $2.2 billion. Lastly, it discusses penalties for companies that retaliate against whistleblowers.

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Book Update: Commercial Ground Leases

Commercial Ground Leases acquaints readers with key concepts, dispute resolution practices, and drafting strategies concerning commercial ground leases. The book features enlightening discussions on base and ground rents, reappraisals, tenant and landlord financing, subletting, exculpatory clauses, mortgage financing, insurance and damage considerations, defaults, redemption, and rights to repurchase, inflation indexing and other important commercial ground lease concepts, along with dozens of practice-ready forms and checklists. This sixth release of the treatise is significantly updated with the latest developments in the law and practice of ground leases.

The new release includes the following updates:

Chapter 3, Base Rent and Other Payments, discusses the concept of holding rent, in the context of the preconstruction period section (Section 3:2.3).
Chapter 10, Ground Lease Term, covers the redevelopment option, the option to the tenant to redevelop the property at its then-highest and best use with a right to an extension of the term (section 10:8.3).
Chapter 18, Condemnation, discusses utility easements, as part of the discussion of partial condemnation and rental abatement (section 18:5.1).
Appendix A, Ground Lease, renamed the subsection “Extended Term” to “Reappraisal of Minimum Rent.”
In addition, the Bibliography, Table of Authorities, and the Index have been updated.

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Book Update: Accountants’ Liability (Third Edition)

Accountants’ Liability (Third Edition) is a comprehensive reference guide to auditor liability jurisprudence and defense strategies. Written by lawyers with decades of experience working at the regulators of the profession and representing accounting firms and their personnel, this treatise helps the reader understand how to approach a regulatory investigation and the applicable laws, rules, and professional standards promulgated by organizations such as the FASB, AICPA, NASBA, and others that govern the profession. Every year, the authors update the book to address the latest key case law relevant to various defenses and privilege/protection assertions, and the sources of current claims, the various legal theories upon which they may be instituted, and the strategies and tactics used by the parties in litigating such claims.

The new release (Release 2) includes updates to the following chapters:

Chapter 1, Introduction
Chapter 2, Standards of the Accounting Profession
Chapter 10, Disciplinary Proceedings Against Accountants

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Book Update: Insurance and Investment Management M&A Deskbook

Insurance and Investment Management M&A Deskbook provides attorneys with an essential reference to keep up with emerging trends in insurance and investment management M&A. This comprehensive guide addresses various topics, including the acquisition of public insurance companies, blocks of insurance business, and private acquisitions. It also examines the regulatory environment of the insurance and financial services industries, the involvement of private equity and pension funds in the insurance sector, and the expansion of insurance industry participants into emerging markets globally. Additionally, the Deskbook offers detailed insights into Lloyd’s of London and the M&A market for mutual life insurers.

The new release (Release 10) includes the following updates:

Chapter 2, Private Acquisition of an Insurance Business, discusses the latest developments in U.S. state privacy law (Section 2:4.4[J]) ERISA fiduciary rules Section (2:4.4[K]), EU and U.K. sanctions regimes (Section 2:4.7), and challenges to the U.S. Corporate Transparency Act (Section 2:4.9).
Chapter 4, Private Equity and Other Financial Sponsor Investments in the Insurance Industry, provides updates on insurance company investments in asset managers (Section 4:2.2[C]), minority investments and leveraged build-ups by financial sponsors (Section 4:2.2[F]), and structuring acquisition finance in insurance sector transactions in the United States (Section 4:4.3).
Chapter 7, Selected Tax Issues in Insurance M&A, provides updates on proposed Treasury regulations with respect to CAMT and the significant uncertainty around rulemaking in this area (Section 7:4.5).
Chapter 9, Investment Management M&A, provides the latest on the enforceability of non-compete agreements (Section 9:2.1), DOL Fiduciary Rule implementation (Section 9:3.7), and the U.K. FCA MiFID II rules on purchasing investment research (Section 9:5).

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