Weekly Roundup: February 7-13, 2025

Delaware’s Rocky Year–What Lies Ahead? Posted by Mark E. McDonald, Roger A. Cooper, and Peter Carzis, Cleary Gottlieb Steen & Hamilton LLP, on Friday, February 7, 2025 Tags: Board of Directors, Delaware Court of Chancery, DGCL, stockholders A New Regulatory Environment for Climate and Other ESG Reporting Rules Posted by Amelie Champsaur, Helena Grannis, and […]

Feb 14, 2025 - 15:32

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, February 14, 2025

Editor's Note:

This roundup contains a collection of the posts published on the Forum during the week of February 7-13, 2025

Delaware’s Rocky Year–What Lies Ahead?

Posted by Mark E. McDonald, Roger A. Cooper, and Peter Carzis, Cleary Gottlieb Steen & Hamilton LLP, on Friday, February 7, 2025

Tags: Board of Directors, Delaware Court of Chancery, DGCL, stockholders

A New Regulatory Environment for Climate and Other ESG Reporting Rules

Posted by Amelie Champsaur, Helena Grannis, and Shuangjun Wang, Cleary Gottlieb Steen & Hamilton LLP, on Saturday, February 8, 2025

Tags: Climate, CSRD, ESG, SEC

Delaware Court Upholds Private Equity-Led Company Sale Under Business Judgment Rule

Posted by Jason Halper, Peter Marshall, and Sara Brauerman, Vinson & Elkins LLP, on Sunday, February 9, 2025

Tags: Board of Directors, Delaware Court of Chancery, Private equity, Stockholder

President Trump Acts to Roll Back DEI Initiatives

Posted by Tracy Richelle High, Julia M. Jordan, and Ann-Elizabeth Ostrager, Sullivan & Cromwell LLP, on Monday, February 10, 2025

Tags: Anti-DEI, dei, Donald Trump, gender

Strategic Insider Trading and Its Consequences for Outsiders: Evidence From the Eighteenth Century

Posted by Mathijs Cosemans (Erasmus University) and Rik Frehen (Tilburg University), on Monday, February 10, 2025

Tags: financial markets, Insider trading, investors, Trade

A Review of Director Commitments Policies, 2023 to 2024

Posted by Samuel Nolledo, Sarah Wenger, and Aaron Wendt, Glass, Lewis & Co., on Monday, February 10, 2025

Tags: Board of Directors, CEOs, Proxy voting, S&P 500

Glass Lewis and ISS Publish 2025 Updates

Posted by Courtney Mathes, Brandon Gantus, and Mark Cornillez-Ty, Wilson Sonsini Goodrich & Rosati, on Tuesday, February 11, 2025

Tags: Artificial intelligence, ESG, Executive Compensation, Shareholder meetings, Shareholder voting, Shareholders

Economic Surveillance using Corporate Text

Posted by Stephan Hollander (Tilburg University), on Tuesday, February 11, 2025

Tags: computational linguistics, economic data, economic shock, economics

Shareholder Democracy and the Challenge of Dual Class Share Structures

Posted by Ignacio Garcia Giner, Matteo Felleca, and Jackie Cook, Morningstar, Inc., on Tuesday, February 11, 2025

Tags: dual-class structure, Proxy voting, Shareholder voting, Shareholders

A Significant Shift Away From ESG and Toward Crypto Is Expected at the SEC

Posted by Brian V. Breheny, Raquel Fox, and Sydney E. Smith, Skadden, Arps, Slate, Meagher & Flom LLP, on Wednesday, February 12, 2025

Tags: Cryptoassets, dei, ESG, SEC

Corporate Climate Commitments: Empty Promises or Profit-Driven Strategy?

Posted by Viral V. Acharya (NYU Stern School of Business), Robert F. Engle (NYU Stern School of Business), and Olivier Wang (NYU Stern School of Business), on Wednesday, February 12, 2025

Tags: emissions, Greenhouse, net zero, Private firms

Voting on ESG: A Gap Becomes a Gulf

Posted by Lindsey Stewart, Morningstar, Inc., on Wednesday, February 12, 2025

Tags: Asset Managers, ESG, net zero, Sustainability

Recent Developments for Directors

Posted by Julia Thompson, Keith Halverstam, and Jenna Cooper, Latham & Watkins LLP, on Thursday, February 13, 2025

Tags: Board of Directors, dei, Fifth Circuit, SEC

Caremark’s Fractured State

Posted by Itai Fiegenbaum (St. Thomas University College), on Thursday, February 13, 2025

Tags: Board of Directors, Caremark, corporate law, Delaware Supreme Court

The Transformation of the CEO: Global CEO Turnover Index Annual Report

Posted by Rusty O’Kelley and Laura Sanderson, Russell Reynolds Associates, on Thursday, February 13, 2025

Tags: Board of Directors, CEO turnover, CEOs, Shareholders