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  • John C. Coffee, Jr. – Boeing and the Future of Deferred Prosecution Agreements 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
  • John C. Coffee, Jr. – Mass Torts and Corporate Strategies: What Will the Courts Allow? By John C. Coffee, Jr.
  • Compliance’s Next Challenge: Polarization By Miriam H. Baer
  • Will the Common Good Guys Come to the Shootout in SEC v. Jarkesy? And Why It Matters By Eric W. Orts
  • Climate Disclosure Line-Drawing and Securities Regulation By Virginia Harper Ho
  • Board Committee Charters and ESG Accountability By Lisa M. Fairfax
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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Corporate Governance

Compliance and Reputation in the Era of Interconnected Stakeholders

By Sergio Alberto Gramitto Ricci and Christina M. Sautter June 30, 2025 by renholding

The relationship between corporate compliance and reputation has fundamentally changed in our digitally interconnected world. What once were discrete regulatory violations now cascade across multiple stakeholders, with ramifications amplified by social media and enabled by new forms of stakeholder coordination. …

Comment  

The Missing Piece in the OECD Principles of Corporate Governance    

By Luther Lie June 30, 2025 by renholding

The Organization for Economic Co-operation and Development (OECD) Principles of Corporate Governance (the Principles) are widely regarded as the global benchmark for corporate control and accountability. The Principles are soft law and hence not legally …

Comment  

The Essential Investor Fiduciary Duties that Courts and Policymakers Often Miss

By Susan N. Gary, Keith L. Johnson and Nicholas W. Zuiker June 27, 2025 by renholding

The fiduciary duties of institutional investors have become a hot issue for policymakers and courts, with the future financial security of millions of American workers and savers at stake. Unfortunately, many recent policy debates and court opinions on such duties …

Comment  

Accidental Corporate Social Norms

By David Y. Kwok June 26, 2025 by renholding

On June 12, 2025, an Air India plane crash killed 241 people en route to London.[1] The accident made international news and prompted an international investigation.[2] Understanding the cause of the crash was essential to prevent future accidents: …

Comment  

ISS Discusses Updated UK Stewardship Code

By Tom Inchley June 26, 2025 by renholding

The Financial Reporting Council (FRC) has published its UK Stewardship Code 2026, which represents a significant overhaul from the previous iteration released in October 2019. The new Code will come into force from 1 January 2026.

In addition, in an …

Comment  

Bringing Accountability Back to Decentralized Finance

By Vanessa Villanueva Collao June 25, 2025 by renholding

The promise of decentralized finance (DeFi) was that it would replace often conflict-ridden financial intermediaries and hierarchies with automated systems that we could trust. The reality, however, is that DeFi has not eradicated conflicts or trust issues but shifted them …

Comment  

More Information About Corporate Climate Pledges Rarely Helps Consumers

By Vittoria Battocletti, Alfredo Desiato, Alessandro Romano, Chiara Sotis and Tobias H. Tröger June 23, 2025 by renholding

Do you know the difference between “carbon neutral” and “net zero”? If not, you have plenty of company. In a new paper, we show that few people can distinguish between these and similar terms and find that, while providing more …

Comment  

How Humans and AI Can Complement Each Other at Work and in the Financial Sector

By Isabella Loaiza and Roberto Rigobon June 20, 2025 by renholding

As AI systems evolve, there’s been a surge of attention and anxiety around how they are reshaping the workforce. The conversation often centers on which jobs are at risk of automation and what machines are capable of. While these are …

Comment  

What China’s Experiment in Stakeholder Governance Can Teach Us

By Min Yan June 18, 2025 by renholding

Growing concerns about the externalities that companies may impose on stakeholders have placed the mainstream shareholder primacy model under intense scrutiny. Stakeholderism, or stakeholder model, is an alternative approach that requires companies to consider interests beyond those of shareholders, is …

Comment  

Can a Shareholder Focus Create Value for All Stakeholders?

By John Ampong and Matthew E. Souther June 10, 2025 by renholding

In the debate over whether corporations should give priority to shareholder interests or stakeholder interests, among the thorniest issues is whether one approach creates more value for a company than the other. The challenge lies in the difficulty of assessing …

Comment  

Understanding the Power of Corporate Fiduciary Duty

By Geeta Kohli June 6, 2025 by renholding

Diversity, equity, and inclusion efforts remain one of the most prominent topics of discussion within corporate leadership. Unfortunately, the views and actions connected to these efforts continues to waver. After the murder of George Floyd and the rise of the …

Comment  

Executive Incentives Under Common Ownership

By Thomas Schneider June 3, 2025 by renholding

In recent years, legal scholars and economists have debated whether the rise of “common ownership” by large institutional investors dampens competition. The concern is that when asset managers such as the Big Three – BlackRock, Vanguard, and State Street – …

Comment  

A New Cardinal Precept in Delaware Corporate Law

By Mohsen Manesh June 2, 2025 by renholding

In August 2024, Delaware enacted what are widely considered the most significant and controversial amendments to the state’s corporate statute in at least a generation. Principally, those amendments exalt freedom of contract over what was, in the words of the …

Comment  

Paul Weiss Discusses Highest N.Y. Court’s Affirmation of Derivative-Action Dismissal

By Audra J. Soloway, David P. Friedman and Daniel S. Sinnreich June 2, 2025 by renholding

On May 20, 2025, New York’s highest court affirmed dismissal of a shareholder derivative lawsuit against officers and directors of Barclays PLC—a bank holding company incorporated under the laws of England and Wales and headquartered in London. The 6–1 opinion …

Comment  

How Texas Is Rewriting the Rules of Corporate Domiciles

By Shane Goodwin May 29, 2025 by renholding

In a prior post, I explored whether Texas could challenge Delaware’s century-long dominance in corporate law. The Texas Legislature has since provided a compelling answer. On May 14, 2025, Governor Greg Abbott signed Senate Bill 29 (SB 29), a …

Comment  

The Cost of Control: Board Structure and Firm Value in Controlled Companies 

By Dain C. Donelson, Jennifer Glenn and Christopher G. Yust May 28, 2025 by renholding

Controlled companies – public firms where an individual, group, or another company holds majority voting power – make up a significant and growing share of the U.S. public market, accounting for over $2.2 trillion in 2019 alone. Despite their scale, …

Comment  

No Private Ordering Please, We’re Italian

By Luca Enriques and Casimiro A. Nigro May 22, 2025 by renholding

Venture capital contracting is the function of a complex private-ordering exercise through which venture capitalists and entrepreneurs address the challenges of financing high-tech firms (Kaplan & Strömberg, 2004). Throughout decades of iterative practice, U.S. venture capital contracts have …

Comment  

The Perils of Founder Worship

By Jennifer S. Fan and Xuan-Thao Nguyen May 20, 2025 by renholding

In the world of startups, founders are often elevated to near mythical status – the force poised to disrupt entire industries. This adulation can grant founders extraordinary latitude in corporate control, especially in innovative and unregulated sectors like tech or …

Comment  

How Corporate Law Can Protect Companies and Shareholders from Politically Motivated Directors

By Brian McCall May 16, 2025 by renholding

In a new article,  I examine the history of the Walt Disney Company as a case study of what I perceive to be a gap in the law of fiduciary duties of corporate directors and executives.  Based on publicly available …

Comment  

How the EU Sustainability Mandate’s Impact on U.S. Companies Is Evolving

By Luca Enriques, Matteo Gatti and Roy Shapira May 15, 2025 by renholding

In a recent paper, we examine how the EU Corporate Sustainability Due Diligence Directive (CS3D) could reshape the behavior of American corporations. The CS3D holds large corporations legally accountable for how they protect human rights and the environment throughout …

Comment  
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