The Harvard Law School

Weekly Roundup: April 11-17, 2025

Redefining the CEO’s Role for the Next Generation Posted by Bob Romanchek and Frank Carris, Meridian Compensation Partners, on Friday, April 11, 2025 Tags: Board of Directors, CEOs, Corporate governance, Executive Compensation Regulatory Shifts in ESG: What Comes Next for Companies? Posted by Matteo Tonello, The Conference Board, Inc., on Saturday, April 12, 2025 Tags: […]

Apr 18, 2025 - 14:31

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, April 18, 2025

Editor's Note:

This roundup contains a collection of the posts published on the Forum during the week of April 11-17, 2025

Redefining the CEO’s Role for the Next Generation

Posted by Bob Romanchek and Frank Carris, Meridian Compensation Partners, on Friday, April 11, 2025

Tags: Board of Directors, CEOs, Corporate governance, Executive Compensation

Regulatory Shifts in ESG: What Comes Next for Companies?

Posted by Matteo Tonello, The Conference Board, Inc., on Saturday, April 12, 2025

Tags: anti-ESG, disclosures, ESG, EU

How Boards Can Effectively Oversee AI to Drive Value and Responsible Use

Posted by Ray Garcia, Barbara Berlin, and Jennifer Kosar, PricewaterhouseCoopers, on Sunday, April 13, 2025

Tags: AI, Artificial intelligence, Board of Directors, GenAI

Chancery Finds Two 2-Year Non-Competes Unenforceable in Business Sale and Investment

Posted by Gail Weinstein, Philip Richter, and Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Monday, April 14, 2025

Tags: corporate law, Delaware cases, Delaware corporation, Delaware Court of Chancery

Private Equity and Stockholder Agreements: Empirical Insights for the Moelis Debate

Posted by Gladriel Shobe (BYU Law School), Jarrod Shobe (BYU Law School), and William W. Clayton (BYU Law School), on Monday, April 14, 2025

Tags: corporate law, Delaware cases, Delaware law, moelis

The Democratization of Investing: Expanding Prosperity in More Places, for More People

Posted by Larry Fink, BlackRock Inc., on Monday, April 14, 2025

Tags: BlackRock, Capital markets, Democratization, investors

Controller’s Breach of Fiduciary Duties Leads To Novel Remedy

Posted by Connor P. Wise and Alex J. Kaplan, Sidley Austin LLP, on Tuesday, April 15, 2025

Tags: corporate law, Delaware cases, Delaware Court of Chancery, Fiduciary duties

Staggered Board Shenanigans at Phillips 66

Posted by Jonathan Macey (Yale Law School), on Tuesday, April 15, 2025

Tags: Board of Directors, Corporate governance, Shareholder proposals, Shareholder voting

From Opposition to Action: S&P 500 Company Responses to Unfavorable ISS Say on Pay Recommendations

Posted by Linda Pappas, Perla Cuevas, and Olivia Wright, Pay Governance LLC, on Tuesday, April 15, 2025

Tags: ISS, S&P 500, Say on pay, Shareholders

Court Upholds Legality of Poison Pills for Closed-End Funds but Limits Successive Plans

Posted by Eben P. Colby, Kevin T. Hardy, and Elizabeth R. Gonzalez-Sussman, Skadden, Arps, Slate, Meagher & Flom LLP, on Wednesday, April 16, 2025

Tags: District Court, Investment Company Act, Poison pills, Saba

AI, Identity-Driven Shareholder Activism, and the Future of Corporate Governance

Posted by Pierluigi Matera (Link Campus University of Rome), on Wednesday, April 16, 2025

Tags: Artificial intelligence, Board of Directors, Corporate governance, Shareholder activism

Remarks by Commissioner Crenshaw at the 44th Annual SEC Small Business Forum

Posted by Caroline A. Crenshaw, U.S. Securities and Exchange Commission, on Wednesday, April 16, 2025

Tags: IPO, Public Companies, SEC, Small Business

Chancery Orders Discovery Sanctions for COO-Director Over Personal Email Auto-Delete—Facebook

Posted by Gail Weinstein, Philip Richter, and Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Thursday, April 17, 2025

Tags: COOs, Delaware Court of Chancery, ESI, Facebook

Stakeholder Orientation and Accounting Conservatism: Evidence from State-Level Constituency Statutes

Posted by Suresh Radhakrishnan (The University of Texas at Dallas), Ke Wang (University of Alberta), and Zheng Wang (City University of Hong Kong), on Thursday, April 17, 2025

Tags: Corporate governance, Firms, Shareholders, Stakeholders

Dueling DEI Proposals Put Boeing Between a Rock and a Hard Place

Posted by Dimitri Zagoroff, Glass, Lewis & Co., on Thursday, April 17, 2025

Tags: Board of Directors, dei, ESG, Proxy voting