Weekly Roundup: May 16-22, 2025

Delaware Supreme Court Decision Suggests Drafting Points for Indemnification Notice Provisions –Thompson v. Sonova Posted by Gail Weinstein, Philip Richter, and Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Friday, May 16, 2025 Tags: Delaware cases, Delaware Court of Chancery, Delaware Supreme Court, Mergers Remarks of Commissioner Mark T. Uyeda At the 12th […]

May 23, 2025 - 15:20

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, May 23, 2025

Editor's Note:

This roundup contains a collection of the posts published on the Forum during the week of May 16-22, 2025

Delaware Supreme Court Decision Suggests Drafting Points for Indemnification Notice Provisions –Thompson v. Sonova

Posted by Gail Weinstein, Philip Richter, and Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Friday, May 16, 2025

Tags: Delaware cases, Delaware Court of Chancery, Delaware Supreme Court, Mergers

Remarks of Commissioner Mark T. Uyeda At the 12th Annual Conference on Financial Market Regulation

Posted by Mark T. Uyeda, U.S. Securities and Exchange Commission, on Saturday, May 17, 2025

Tags: Greenwashing, private market, regulation, Risks

Statement by Chair Atkins on the Upcoming Executive Compensation Roundtable

Posted by Paul Atkins, U.S. Securities and Exchange Commission, U.S. Securities and Exchange Commission, on Sunday, May 18, 2025

Tags: Disclosure, Dodd-Frank, Executive Compensation, regulation

Chancery Court Dismisses Claims Relating to Sale of Company against Private Equity Majority Owner

Posted by Jason Halper, Peter Marshall, and Francisco Morales Barron, Vinson & Elkins LLP, on Monday, May 19, 2025

Tags: delaware, Delaware cases, Delaware Court of Chancery, Khan v. Warburg Pincus

Remarks by Chair Atkins at the 12th Annual Conference on Financial Market Regulation

Posted by Paul Atkins, U.S. Securities and Exchange Commission, on Monday, May 19, 2025

Tags: Financial Market Regulation, regulation, SEC, SEC rulemaking

Compensation Arrangement Considerations in Light of 2025 Tariffs

Posted by Alessandra Murata and Michael Bergmann, Cooley LLP, on Tuesday, May 20, 2025

Tags: Board of Directors, compensations, Corporate governance, Tariffs

Remarks by Commissioner Crenshaw Before SEC Speaks

Posted by Caroline A. Crenshaw, U.S. Securities and Exchange Commission, on Tuesday, May 20, 2025

Tags: Funds, Regulations, Risks, SEC

Remarks by Chair Atkins Before SEC Speaks

Posted by Paul Atkins, U.S. Securities and Exchange Commission, on Tuesday, May 20, 2025

Tags: Crypto, DTC, Private funds, SEC

Texas Corporate Law Changes Challenge Delaware’s Dominance

Posted by David Bell, Dean Kristy, and Ran Ben-Tzur, Fenwick & West LLP, on Wednesday, May 21, 2025

Tags: corporate law, Incorporations, Shareholders, Texas

Climate Boards: Do Natural Disaster Experiences Make Directors More Prosocial?

Posted by Sehoon Kim (University of Florida), Bernadette A. Minton (Ohio State University), and Rohan Williamson (Georgetown University), on Wednesday, May 21, 2025

Tags: Climate, DADEs, ESG, GHG

Board Leadership in an Era of Upheaval

Posted by Rusty O’Kelley, Todd Safferstone, and PJ Neal, Russell Reynolds Associates, on Wednesday, May 21, 2025

Tags: Board of Directors, CEOs, Corporate governance, Tariffs

Evolution of AI Washing Enforcement: DOJ Enters the Picture

Posted by Joel M. Cohen, Gabriella Margaux Pérez Klein, and Robert DeNault, White & Case LLP, on Thursday, May 22, 2025

Tags: AI, CEOs, SEC, U.S. Department of Justice (DOJ)

The Role of Taxes in the Rise of ETFs

Posted by Rabih Moussawi (Villanova University), Ke Shen (Lehigh University), and Raisa Velthuis (Villanova University), on Thursday, May 22, 2025

Tags: Exchange-traded funds, Heartbeat Trades, High-Net-Worth Individuals, Mutual funds, Section 852(b)(6) Exemption, Step-up in Basis, Taxes

Why Do ISS Recommendations “Against” Say on Pay Spike in June?

Posted by Ben Burney, Exequity LLP, on Thursday, May 22, 2025

Tags: compensations, ISS, Pay for performance, Proxy season