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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

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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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International Developments

Other Countries Can Fill U.S. Void in FCPA Enforcement

By Stephen M. Kohn April 18, 2025 by renholding

Shifting U.S. enforcement priorities may soon create a crisis in international anti-corruption efforts. For decades, the United States spearheaded those efforts through prosecutions under the Foreign Corrupt Practices Act (FCPA). On February 10, however, President Donald Trump issued an Executive …

The Strategic Evolution of Shareholder Activism

By Wolf-Georg Ringe April 15, 2025 by renholding

Shareholder activism has undergone a striking transformation over the past four decades. What began in the 1980s as a brash and often combative movement led by so-called corporate raiders has matured into a sophisticated, globally attuned, and strategically agile phenomenon. …

The Hitchhiker’s Guide to Comparative Financial Regulation

By Edoardo Martino, Hossein Nabilou and Alessio Pacces April 11, 2025 by renholding

Over recent decades, the massive globalization of finance has led many observers to expect widespread harmonization of nations’ financial regulations. Yet, while there has been a remarkable degree of harmonization in some areas, at least at the regional level, considerable …

The Case for Financial Crime Bounty Hunters

By Miles Kellerman April 7, 2025 by renholding

Policymakers around the world have typically outsourced the detection of financial crime to the private sector. This approach is often referred to as the “gatekeeper” model, with the basic idea being that private firms, like bodyguards at a nightclub, are …

Mandatory Corporate Law as an Obstacle to Venture Capital Contracting in Europe

By Luca Enriques, Casimiro A. Nigro and Tobias H. Tröger April 1, 2025 by renholding

Venture capital (VC) is a key driver of economic growth. A substantial body of legal and financial scholarship has examined the institutional factors that shape VC activity. In the first of two papers, we build on the idea that the …

How Political Ideology Stalled SEC’s IFRS Adoption

By Kirstin Becker, Holger Daske, Christoph Pelger and Stephen A. Zeff March 28, 2025 by renholding

In a recent study, we examine how political ideology affected SEC commissioners’ stances on whether to adopt the International Financial Reporting Standards (IFRS). Our findings reveal a partisan divide that stalled decision-making and left the U.S. as an outlier in …

What the Bank of England’s System-Wide Exploratory Scenario Exercise (SWES) Tells Us

By Eric J. Pan March 18, 2025 by renholding

In late November 2024, the Bank of England published the results of its first system-wide exploratory scenario (SWES) exercise – a year-long effort to model how various financial entities, including non-bank financial intermediaries (NBFIs) and banks, would respond to a …

China’s New Framework for IPO Accountability

By Lerong Lu and Jiujing Ye January 30, 2025 by renholding

China’s corporate law and securities regulation have undergone a series of legislative reforms over the past decade to enhance investor protection and foster market competition.

The comprehensive reform of the People’s Republic of China (PRC) Securities Law in 2019 marked …

Skadden Offers a Review of ESG in 2024 and Key Trends for 2025

By Raquel Fox, Marc S. Gerber, Simon Toms, Caroline S. Kim and Justin Lau January 9, 2025 by renholding

ESG: 2024 Sees Greater Implementation in Europe and Increasing Divergence With the US

In this article, we reflect on key trends in ESG over the second half of 2024 and look ahead at trends that may emerge in 2025.

We …

ISS Discusses the Latest in ESG and Stewardship Regulation

By Noam Cherki, Hugo Gallagher and Karina Karakulova January 7, 2025 by renholding

INTERNATIONAL

IOSCO

International Organization of Securities Commissions Publishes Report on Impact of Transition Plans Disclosures

The International Organization of Securities Commissions (IOSCO) published a report on November 13 covering the key impacts of, and challenges associated with, transition planning. The …

Can Europe’s Digital Markets Act Tame Big Tech in the U.S.?

By Giovanna Massarotto January 3, 2025 by renholding

The digital economy has put antitrust regulation in the spotlight, with increasingly dominant technology companies – such as Amazon, Google, Facebook (Meta), Apple, and Microsoft – reviving concerns about private monopolies reminiscent of Standard Oil and AT&T. Yet the enforcement …

Economic Growth Is the Missing Piece in the ESG Debate

By Lourdes Casanova, Anne Miroux and Shailja Bang December 12, 2024 by renholding

Striking a balance between pursuing economic growth and addressing social and environmental challenges is not easy, yet it’s crucial for emerging markets. There’s no doubt that growth has lifted millions of people from poverty over the last half-century, but it …

Asia’s Corporate Governance Shift Is Less Than Meets the Eye

By Gen Goto and Dan W. Puchniak December 9, 2024 by renholding

Asia appears to be rapidly embracing Anglo-American corporate governance models – but looks can be deceiving. Our recent research reveals a striking paradox: While Asian jurisdictions widely adopt Anglo-American governance mechanisms in form, they often use these tools for remarkably …

Israel’s Unique Approach to CEO Pay Governance

By Keren Bar-Hava and Erez Barak December 6, 2024 by renholding

The global debate surrounding CEO compensation remains important and contentious. While many countries have implemented advisory frameworks for say-on-pay votes, Israel has taken a pioneering approach with its binding dual-majority voting system. Introduced in 2012 through Amendment 20 to the …

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Wilson Sonsini Discusses the New National Security Rules for Investing U.S. Capital

By Alyza Sebenius, Joshua Gruenspecht and Stephen Heifetz December 6, 2024 by renholding

In late October 2024, the U.S. Treasury Department (Treasury) issued its final rules (the Outbound Rules) implementing President Biden’s Executive Order (EO) 14105 on “outbound” U.S. investment. See our prior mailers here and here. The Outbound Rules will take …

Are European and American Approaches to Sustainable Corporate Governance All That Different?

By Lodovica Rocco di Torrepadula November 25, 2024 by renholding

In the United States, there is talk of a backlash against ESG, while in Europe, the number of laws requiring companies to comply with ESG standards is growing steadily. This difference in attitude and approach toward ESG may, in part, …

How SPAC Regulatory Regimes in the UK, Singapore, and Hong Kong Stack Up

By Lerong Lu and Ci Ren November 8, 2024 by renholding

Special purpose acquisition companies (SPACs) have swiftly emerged as an alternative vehicle for global corporations that seek a public listing. As their name suggests, SPACs gather funds from investors through an initial public offering (IPO), with the intention of acquiring …

Clifford Chance Discusses Impact on Business of Global Developments in Anti-Money Laundering

By David DiBari, Michael Lyons, Jamal El-Hindi, Gerson Raiser and Janice Goh November 6, 2024 by renholding

Global efforts to enhance anti-money laundering (AML) measures to combat financial crime are increasing. In this extract from a recent Clifford Chance webinar, we look at the latest AML trends in the EU, US, UK and Singapore and what …

Sullivan & Cromwell Discusses English Court Ruling on Material Adverse Event Clauses

By Jeremy Kutner, Hattie R. Middleditch, Ben Perry and Matthew Triggs November 4, 2024 by renholding

In BM Brazil & Ors v Sibanye BM Brazil & Anor [2024] EWHC 2566 (Comm), the English Commercial Court decided a buyer was not entitled to rely on a material adverse effect (“MAE”) condition to terminate an M&A transaction, extensively …

How Saudi Corporate Governance Has Evolved Over the Last Two Decades

By Alissa Kole October 30, 2024 by renholding

I remember that day in 2006 at my OECD office in Paris when a colleague told me he had received a call from the Saudi government. The gentleman on the other end of the line had been inquiring about circuit-breaker …

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