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  • John C. Coffee, Jr.: Event Contracts and Prediction Markets Comment bubble 3 By John C. Coffee, Jr.
  • Leveraging Information Forcing in Good Faith By Hillary Sale
  • The Dark Side of Safe Harbors Comment bubble 2 By Susan C. Morse
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Editor-At-Large Reynolds Holding

The CLS Blue Lion logo Sky Blog

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

Editorial Board John C. Coffee, Jr. Edward F. Greene Kathryn Judge

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Kosmas Papadopoulos

ISS Discusses Director Overboarding: Global Trends, Definitions, and Impact

By Kosmas Papadopoulos August 5, 2019 by Kosmas Papadopoulos

In the 2019 proxy season, “overboarding” became a center-stage issue for many companies and investors. Several large asset managers, including Vanguard, BlackRock, and LGIM, enhanced their voting guidelines to apply stricter criteria, while some directors serving on multiple public company …

ISS Offers Overview of Vote Requirements at U.S. Meetings

By Kosmas Papadopoulos July 17, 2019 by Kosmas Papadopoulos

At the general meeting of Tesla Inc. on June 11, 2019, two management proposals seeking to introduce shareholder-friendly changes to the company’s governance structure failed to pass, despite both items receiving support by more than 99.5 percent of votes cast …

ISS Discusses Dual-Class Shares: Governance Risks and Company Performance

By Kosmas Papadopoulos July 1, 2019 by Kosmas Papadopoulos

Initial public offerings of companies with dual-class shares have made headlines in recent years. An increasing number of newly listed companies have introduced classes of stock with superior voting rights, which typically allow company founders and top executives to maintain …

ISS Discusses U.S. Board Diversity Trends in 2019

By Kosmas Papadopoulos June 20, 2019 by Kosmas Papadopoulos

As the U.S. annual shareholder meeting season is coming to an end, we review the characteristics of newly appointed directors to reveal trends director in nominations. As of May 30, 2019, ISS has profiled the boards of 2,175 Russell 3000 …

ISS Offers Early Take on 2019 U.S. Proxy Season Vote Results

By Kosmas Papadopoulos June 13, 2019 by Kosmas Papadopoulos

As the busiest part of the 2019 U.S. proxy season is behind us, we take an early look at the vote results of annual general meetings convened from January to May. As of now, approximately 70 percent of Russell 3000 …

ISS Discusses CEO Ownership, Corporate Governance, and Company Performance

By Kosmas Papadopoulos May 13, 2019 by Kosmas Papadopoulos

Ownership structure is perhaps among the most significant corporate governance factors, as it determines the balance of power within a corporation and can directly affect governance practices and company behavior. In our review of CEO ownership, we focus on corporate …

ISS Offers an Update on U.S. Director Pay

By Kosmas Papadopoulos May 7, 2019 by Kosmas Papadopoulos

In recent years, non-executive director compensation has received attention in the U.S. Increased board workloads, shifts in director compensation structure (away from meeting fees and towards slightly larger base retainers, for instance), a few instances of shareholder litigation in relation …

ISS Offers Insights into How Much CEOs Are Really Paid

By Kosmas Papadopoulos and John Roe April 30, 2019 by Kosmas Papadopoulos

How much compensation does a CEO really end up with? It’s a tough question to answer – the summary compensation table is often cited as what the CEO is paid, but the ultimate value that an executive realized from those …

ISS Takes an Early Look at 2019 Shareholder Proposals

By Kosmas Papadopoulos March 5, 2019 by Kosmas Papadopoulos

In the U.S., shareholder proposal filings have historically played an important role in advancing corporate governance and in highlighting key risks related to environmental and social issues. Some of the major shifts in governance practices during the past two decades …

ISS Discusses Corporate Governance in Emerging Markets

By Kosmas Papadopoulos February 28, 2019 by Kosmas Papadopoulos

Analyzing corporate governance at companies in emerging markets can be really tough. A combination of differing regulatory standards, disclosure requirements, market norms, local investor preferences, and more all collude to make the evaluation of governance structures difficult. Giving credit where …

ISS Discusses Role of Shareholder Proposals in Shaping U.S. Governance Practices

By Kosmas Papadopoulos February 15, 2019 by Kosmas Papadopoulos

Over the past three decades, shareholder proposals have transformed the corporate landscape in the U.S. by spurring the adoption of governance best practices. Annual director elections, majority vote rules for director elections, shareholder approval for poison pills, and proxy access …

ISS Discusses U.S. Proxy Voting Trends from 2000 to 2018: Environmental and Social Issues

By Kosmas Papadopoulos February 5, 2019 by Kosmas Papadopoulos

Appearances can be very deceiving. Case in point: The high-level summary numbers of voting results over the last 19 years seem to indicate that little has changed regarding proxy voting behavior among investors owning U.S. companies. A simple analysis of …

ISS Lists Top 10 Corporate Governance Topics to Watch in 2019

By Kosmas Papadopoulos January 11, 2019 by Kosmas Papadopoulos

As the world greets the New Year, investors and companies may take a moment to reflect on key corporate governance priorities in light of a potentially more challenging business environment in the year ahead. The prospect of slower global economic …

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Each business day, our team sifts through blog posts, news stories, and other sources to keep up-to-date on relevant recent developments. The following links will take you to our recommended selections. To see the sources we follow click Filter Sources.

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Bloomberg
Judge Rejects Gemini, CFTC Bid to Undo $5 Million Settlement
October 15, 2026
Wall Street Journal
KFC Moves to Ditch Pepsi for Coke
October 15, 2026
Dealbook
Anthropic Says Revenue Rose 45%
October 15, 2026
The Governance Beat
DOJ Revamps Fraud Enforcement Rules
October 15, 2026
Financial Times
AI, SpaceX Lift Harvard Endowment
October 15, 2026
D&O Diary
Big Corporate Bankruptcies Down
October 15, 2026
Delaware Business Litigation Report
Chancery Declines to Dismiss Aiding, Abetting Claims in Cram-Down Financing
October 14, 2026
Sidley Enhanced Scrutiny
Chancery Clarifies Officer Consent Law
October 14, 2026
D&O Diary
Suits Highlight AI Platform and Data Center Infrastructure D&O Risk
October 14, 2026
Securities Docket
Kalshi Investigates Well-Timed Bets on Trump’s Press Secretary Pick
October 14, 2026
Deal Lawyers.com
Delaware Supremes Affirms Chancery on “Participant” in Proxy Solicitation
October 14, 2026
Reuters
Wall Street Banks See Deals Slow
October 13, 2026
Bloomberg
Fed’s Williams: No Rate Hike Needed
October 13, 2026
Delaware Corporate & Commercial Litigation Blog
Chancery Won’t Name Receiver Where Firm Paid Advancement Late
October 13, 2026
Securities Litigation & Enforcement
Delaware Chancery Warns Advance Notice Bylaws Need to Be Clear
October 13, 2026
Financial Times
FTC Says Skreli Breached Industry Ban
October 13, 2026
Bloomberg
App Bumble Nears $1bn Sale to Ithaca
October 12, 2026
Financial Times
France, Germany Near Car Policy Deal
October 12, 2026
Delaware Corporate & Commercial Litigation Blog
Chancery Nixes Advancement Defense
October 12, 2026
Deal Lawyers.com
SEC Section 21(a) Report Questions Climate Coalition Activity
October 12, 2026
Corporate & Securities Law Blog
Nasdaq Files Proposed Rule Change for Market Value Listing Requirement
October 12, 2026
Wall Street Journal
Trump Backs Dodgy Credit Card Bill
October 11, 2026
Reuters
Nuvacore Funding Implies $2.5bn Value
October 11, 2026
The Governance Beat
SEC Guides on Firm Voting Programs
October 11, 2026
Financial Times
DOJ Probes Networks’ Trump Coverage
October 11, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Rules Accountants Confined to Accounting Decisions
October 11, 2026
Freshfields' A Fresh Take
Sixth Circuit Says State Regulators Can Police Prediction Markets
October 8, 2026
The Governance Beat
ISS’ Benchmark Policy Survey Results
October 8, 2026
Financial Times
Starbucks Explored Chipotle Takeover
October 8, 2026
Deal Lawyers.com
Chancery Opines on Accounting Experts for M&A Price Adjustment
October 8, 2026
Corporate & Securities Law Blog
Third Circuit Revives Fact-Specific Materiality for Securities Fraud Claims
October 8, 2026
Wall Street Journal
Lawmakers Seek Accept-Election Vows
October 7, 2026
Bloomberg
AI Czar to Visit Silicon Valley AI Firms
October 7, 2026
Financial Times
Law Firm Kirkland & Ellis Stops Disclosing Financial Performance
October 7, 2026
D&O Diary
Datavault AI Hit with Market-Manipulation-Related Securities Suit
October 7, 2026
Deal Lawyers.com
Earnouts: Reminders of Ordinary Course Covenant Weren’t Interference
October 7, 2026
Wall Street Journal
Google, Constellation Energy Strike Sweeping Nuclear-Power Deal
October 6, 2026
Dealbook
New Anthropic Challenger Emerges
October 6, 2026
Freshfields' A Fresh Take
FTC Settles Price Discrimination Lawsuit Against Southern Glazer’s
October 6, 2026
D&O Diary
Settlement Values of M&A Suits Drop
October 6, 2026
Deal Lawyers.com
Earnout Denied, Buyer Wins Damages
October 6, 2026
Reuters
New Contracts Help Boeing Turn Page
October 5, 2026
Wall Street Journal
Firms’ AI Outlay Impossible to Budget
October 5, 2026
Bloomberg
Colleges Cut Tuition Bills by $20,000
October 5, 2026
Financial Times
Reflection AI Boosts U.S. Aim to Compete With Chinese “Open” Models
October 5, 2026
D&O Diary
Ryde Hit With New Market Manipulation-Related Securities Lawsuit
October 5, 2026
Dealbook
Investors Bet on Brain-Computer Link
October 4, 2026
Financial Times
Wall Street’s IPO Fervor Cools
October 4, 2026
Deal Lawyers.com
FTC Tweaks HSR Second-Request Rule
October 4, 2026
Corporate & Securities Law Blog
Sixth Circuit Narrows Swap Definition, Nixes Sports-Betting Law Preemption
October 4, 2026
Business Law Prof Blog
What PSLRA Safe Harbor Really Means
October 4, 2026
Bloomberg
GOP Mum on Midterm Affordability
October 1, 2026
Reuters
M&A Deal Rush Fades in 3d Quarter
October 1, 2026
The Governance Beat
Tesla, Goldman Tout Retail Shareholder Voting Instruction Plans
October 1, 2026
Financial Times
Wachtell Hires Ex-SDNY U.S. Attorney
October 1, 2026
D&O Diary
New Caremark Decision Provides Good News About Bad Faith
October 1, 2026
Wall Street Journal
Walgreens Nears Sale of Britain’s Boots
September 30, 2026
The Governance Beat
BlackRock Issues 2026 Voting Report
September 30, 2026
Sidley Enhanced Scrutiny
Court: FCA’s Qui Tam Constitutional
September 30, 2026
D&O Diary
IPOs Up, SPAC Litigation Persists
September 30, 2026
Deal Lawyers.com
Delaware Supreme Court Backs Indemnity for Post-Closing Misconduct
September 30, 2026
Bloomberg
American, Alaska Air to Share Revenue
September 29, 2026
Wall Street Journal
Trump Defends Light-Touch AI Plan
September 29, 2026
Financial Times
Starbucks Cuts Green Goals, Costs
September 29, 2026
D&O Diary
Alphabet Board Hit with Privacy-Related Follow-On Derivative Suit
September 29, 2026
Deal Lawyers.com
Chancery Interprets “Change of Control” in Purchase Agreement
September 29, 2026
Bloomberg
IRS Threatens Crackdown on Array of Wall Street Tax Dodges
September 28, 2026
Dealbook
Safety Issues Could Derail AI IPOs
September 28, 2026
Financial Times
Weil in Crisis After Lawyer Departures
September 28, 2026
D&O Diary
Proxy Season 2026 Returns to Basics
September 28, 2026
Delaware Corporate & Commercial Litigation Blog
Chancery Explains Lawyer Fee Award
September 28, 2026
Bloomberg
Trump, Anthropic CEO to Meet
September 27, 2026
Wall Street Journal
NY Sues Prediction Market Polymarket
September 27, 2026
Dealbook
Clients Eye Cut of Law Firm AI Savings
September 27, 2026
Freshfields' A Fresh Take
Bank Agencies Offer Revamped Third-Party Risk Management Guidance
September 27, 2026
Financial Times
Companies Favor Cheaper “Open” AI
September 27, 2026
Wall Street Journal
MGM Resorts Eyes Diller’s People Inc.
September 24, 2026
Dealbook
AI Safety Concerns Go Global
September 24, 2026
Financial Times
PE Investment May Alter Lawyer Pay
September 24, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Expands AI Focus from Individuals to Governance
September 24, 2026
Business Law Prof Blog
What AI Tells Us About Benefit Corps.
September 24, 2026
Bloomberg
Disney+ Price Jumps 13 Percent
September 23, 2026
Wall Street Journal
Meta’s New AI Agent Is Instant Hit
September 23, 2026
Securities Litigation & Enforcement
SEC, FDA Create Info-Sharing System
September 23, 2026
Financial Times
Private Equity Ending Up in Limbo
September 23, 2026
D&O Diary
AI-Related Securities Suits Surging
September 23, 2026
Wall Street Journal
Obamacare Enrollments Cut 760,000
September 22, 2026
Financial Times
Anthropic, OpenAI Offer Cheap Models
September 22, 2026
Cleary Securities Watch
SEC End to Pay-to-Play Rule May Not Pay Off for Investment Advisers
September 22, 2026
D&O Diary
Consumer Class Actions Claim Tariffs Wrongly Passed to Customers
September 22, 2026
Deal Lawyers.com
Delaware Chancery Addresses Earnout Provision’s “Procedural Checks”
September 22, 2026
Wall Street Journal
Polymarket’s Rush Enabled Fraud
September 21, 2026
Cooley M&A
Chancery Revives Verisk Deal
September 21, 2026
Financial Times
Settlement Clears Paramount-Warner
September 21, 2026
D&O Diary
Crypto Investors Suit Skirts Dismissal
September 21, 2026
Securities Regulation and Corporate Governance Monitor
SEC Plans to Nix Shareholder Proposal Rule, Change Proxy Solicitation
September 21, 2026
New York Times
Anthropic Goes Ahead With IPO Plans
September 20, 2026
Delaware Business Litigation Report
Chancery Nixes Caremark Action
September 20, 2026
Financial Times
How Big Tech Uses Guarantees to Keep AI Exposure Off Balance Sheet
September 20, 2026
Sidley Enhanced Scrutiny
When the Meeting Minutes and the AI Transcript Don’t Match
September 20, 2026
Corporate & Securities Law Blog
SEC Grants Review of Nasdaq Minimum Listed Securities Value Rule
September 20, 2026
Blog Roll Header
  • Business Law Prof Blog
  • Corporate & Securities Law Blog
  • DealLawyers
  • Delaware Corporate and Commercial Litigation Blog
  • Gibson Dunn Securities Regulation and Corporate Governance Monitor
  • Harvard Law School Forum on Corporate Governance
  • How Appealing
  • PubCo @ Cooley
  • Securities Docket
  • Sidley Enhanced Scrutiny Blog
  • The D&O Diary
  • Truth on the Market
  • White Collar Crime Prof Blog
The Blue Sky Blog is Sponsored by Columbia Law School's Center on Corporate Governance.
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