Does Uncertainty About Economic Policy Prompt Boards to Change?

By Melissa B. Frye, Duong T. Pham and Rongrong Zhang October 29, 2021 by renholding

Economic policy uncertainty (EPU) measures the ambiguity that government officials introduce into fiscal, regulatory, or monetary policy (Baker, Bloom, and Davis, 2016).[1] EPU is intended to be a comprehensive measure of uncertainty, capturing ambiguity about a firm’s operating environment …

Deputy U.S. Attorney General Speaks on Corporate Crime

By Lisa Monaco October 29, 2021 by renholding

Thank you, Ray, for that introduction, and thank you all for having me today. I’m sorry that I am not able to be there in person but appreciate the ability to join you virtually.

I have three priorities for my …

The Board of Directors’ Duty of Oversight and Cybersecurity

By Eduardo Gallardo October 28, 2021 by renholding

Over the last several years, cyberattacks, including from foreign state actors, have affected thousands of companies and government agencies. Past corporate victims include Yahoo!, Home Depot, and LinkedIn. And the real world consequences of a cyberattack became vivid to the …

ISS Discusses Why the Enron Scandal Still Matters to Investors After 20 Years

By Jeff Lubitz October 28, 2021 by renholding

In what is still regarded as the largest U.S. corporate fraud in history, the Enron scandal “celebrates” its 20th anniversary this month.

It was October 16, 2001 when Enron announced a $638 million third quarter loss, confirming a handful of …

Misconduct Synergies from Mergers

By Emmanuel Yimfor and Heather Tookes October 27, 2021 by renholding

Like many sectors in the U.S. economy, the registered investment advisory (RIA) industry has seen a recent increase in consolidation through mergers and acquisitions (M&A). The RIA industry has also experienced widespread and well-documented misconduct among employees. For example, Egan, …

Skadden Discusses Crisis in the C-Suite: A 10-Step Plan

By Katherine D. (Kady) Ashley, Ryan D. Junck, Bora P. Rawcliffe and Vanessa K. McGoldrick October 27, 2021 by renholding

It’s an all-too-common occurrence. A senior executive is accused of wrongdoing ― sexual misconduct, bullying, financial fraud, a conflict of interest or other conduct posing a compliance or integrity concern. Suddenly, directors find themselves thrust into the center of a …

COVID to Test Bankruptcy Infrastructure

By Robert K. Rasmussen October 26, 2021 by renholding

The COVID pandemic prompted global economic problems that many predicted would lead to an unprecedented number of corporate bankruptcies. The predictions were wrong, largely because governments responded with extraordinary measures. Congress, for example, pumped trillions of dollars into the U.S. …

Top Justice Department Official on Stepping Up Corporate Enforcement

By John Carlin October 26, 2021 by benzonenshayn

I think these events [the Global Investigations Review conference: New York] are an important opportunity for discussion of trends and really this area is one where your work, your advice to clients, changes the way that people behave. And it …

SPACs: The Roles of Reputation and Disclosure When Information Is Limited

By Andrea Pawliczek, A. Nicole Skinner and Sarah Zechman October 25, 2021 by renholding

Special purposes acquisition corporations (also known as SPACs or blank check companies) have received a lot of attention recently – and for good reason. SPACs accounted for more than half of U.S. IPOs in 2020, raising over $70 billion in …

Sullivan & Cromwell Discusses White House Roadmap to Address Climate-Related Financial Risk

By Michelle C. Chen, Catherine M. Clarkin, H. Rodgin Cohen, Samuel R. Woodall III and Lauren M. Hobby October 25, 2021 by renholding

On October 14, 2021, the White House issued a report entitled “A Roadmap to Build a Climate-resilient Economy.”[1] The 40-page report was mandated by President Biden’s May 2021 executive order on “Climate-Related Financial Risk” (the “EO”)[2] and presents …

Comparing Angels and Venture Capitalists as Investors in Entrepreneurial Firms

By Thomas J. Chemmanur, Harshit Rajaiya and Jiajie Xu October 22, 2021 by renholding

Angel investors (angels) and venture capital (VC) investors are both important sources of financing for entrepreneurial firms, but some critics, particularly VCs, often believe that angels are less able than VCs to perform due-diligence. However, an alternative view holds that …

SEC Chair Gensler Speaks on Fintech

By Gary Gensler October 22, 2021 by renholding

Good morning. It’s good to be here at DC Fintech Week. Thank you, Chris [Brummer], and all the organizers for inviting me here today. As is customary, I’d like to note that my remarks are my own, and I’m not

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What Do Stockholders Own? The Rise of the Trading Price Paradigm in Corporate Law

By Charles Korsmo and Minor Myers October 21, 2021 by renholding

In a spate of recent decisions, the Delaware Supreme Court has embraced a shift in its approach to stockholder appraisal rights, a development that has attracted considerable comment. The greatest impact of these decisions, however, may lie beyond appraisal and …

Debevoise Discusses the Labor Department’s Proposal on ESG and ERISA

By Lawrence K. Cagney, Jonathan F. Lewis, Douglas M. Hirn and Alison E. Buckley-Serfass October 21, 2021 by renholding

On October 14, 2021, the U.S. Department of Labor (the “DOL”) issued proposed regulations that represent the first step in meeting President Biden’s directive to revise or rescind the recent Trump-era rules addressing a fiduciary’s duties under Section 404 of …

Raiders, Activists, and the Risk of Mistargeting

By Zohar Goshen and Reilly S. Steel October 19, 2021 by renholding

For decades, Delaware and federal law governing contests for corporate control have focused on building walls to keep corporate raiders outside the gates, while doing relatively little to stop activist hedge funds. The prevailing academic view has been similar: Scholars …

SEC Commissioners Discuss Report on “Meme Stock” Episode

By Hester M. Peirce and Elad L. Roisman October 19, 2021 by renholding

Today [October18], the staff issued a report on the so called “meme stock” episode that occurred this past January. We would like to thank the staff not only for their hard work on this report, but also for keeping the …

Management Guidance Withdrawals During the Pandemic

By Ole-Kristian Hope, Congcong Li, Mark (Shuai) Ma and Xijiang Su October 19, 2021 by renholding

The novel coronavirus (COVID-19) pandemic has drastically affected the global economy and offers a unique setting to investigate firm and market behavior through periods of heightened economic uncertainty. During the pandemic, many U.S. public firms withdrew their quarterly and annual …

Skadden Discusses Government Expectations for Companies’ Data-Driven Compliance Programs

By Gary DiBianco, Raquel Fox and Gretchen M. Wolf October 19, 2021 by renholding

As artificial intelligence and other data tools have proliferated, regulators and prosecutors expect companies to utilize sophisticated data analytics as part of their compliance programs. They also expect directors to take an active role, understanding and overseeing these data-driven compliance …

Stablecoins, National Currencies, CBDCs, and Banks

By Kimberly A. Houser and Colleen Baker October 18, 2021 by renholding

The Federal Reserve is set to release a much anticipated discussion paper on the prospect of a digital U.S. dollar. According to the Bank for International Settlements (BIS), over 86 percent of central banks are investigating the possibility of a …

SEC Chair Gensler Speaks on Clawbacks of Erroneously Awarded Compensation

By Gary Gensler October 18, 2021 by renholding

I support today’s [October 14] action to re-open comment on the Dodd-Frank Act rule regarding clawbacks of erroneously awarded incentive-based compensation. I believe we have an opportunity to strengthen the transparency and quality of corporate financial statements as well as

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The CLS Blue Sky Blog

Columbia Law School's Blog on Corporations and the Capital Markets

October 2021