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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

Are Financial Firms Ready for Climate Regulation?

By Ben Brown and Nick van Baal April 8, 2024 by renholding

Regulators globally are requiring companies to disclose their greenhouse gas (GHG) emissions. For companies in some industries, Scope 1 and 2 emissions – covering, respectively, emissions from direct fuel use and from acquired energy – will cover most relevant emissions …

1 Comment  

Death by a Thousand Cuts: The Hostile Bids Regime in Europe, 2004-2023

By Luca Enriques and Matteo Gatti March 25, 2024 by renholding

In 2004, the European Union (EU) adopted the Takeover Directive, a framework statute aimed at regulating corporate control transactions and takeover bids targeting EU listed issuers. The Directive, amidst aspirations of fostering a unified market for corporate control and ensuring …

Skadden Discusses Increasing Shareholder Activism in Europe

By Armand W. Grumberg, George Knighton and Simon Toms February 23, 2024 by renholding

Key Points

  • The number of activist campaigns launched against European companies rose again in 2023, with a new focus on German targets.
  • Many activists surveyed believe that France offers them good opportunities.
  • Most of the companies surveyed said they have
…

How Private Rights of Action in Securities Laws Affect the Capital Markets

By Fernan Restrepo February 2, 2024 by renholding

Few topics in the corporate and securities law literature are as controversial as securities class actions – that is, actions in which shareholders of public firms seek to collectively obtain compensation for damages resulting from false or misleading statements in …

Why Contract Disputes in China Can Lead to Hostage-Taking and Exit Bans

By Jack Wroldsen January 30, 2024 by renholding

In the U.S., when lawyers or businesspeople weigh the potential risks of a contract breach or a disputed invoice, the possibility of being taken hostage or denied exit from the country is not a consideration. And for good reason, as …

1 Comment  

The Promise and Perils of Promoting ESG With Demand-Side Regulation

By Thilo Kuntz January 24, 2024 by renholding

In recent years, regulators and other proponents of greater corporate attention to environmental, social, and governance (ESG) factors have treated boards of directors as, in effect, supplying ESG, making the decisions that take ESG into account. Yet there are obvious …

1 Comment  

Sullivan & Cromwell Discusses Major Changes to UK Listing Regime

By Vanessa K. Blackmore, Ben Perry, Esther S. Jeapes, Kirsten E.L. Rodger and Matthew Triggs January 4, 2024 by renholding

On December 20, 2023, the UK Financial Conduct Authority (“FCA”) published a detailed consultation paper proposing major reforms to the UK listing regime with particularly significant implications for listings of equity shares in commercial companies. The reforms are broadly consistent …

Ropes & Gray Discusses New Law to Criminally Prosecute Corrupt Foreign Officials

By María González Calvet, Amanda N. Raad, Ryan Rohlfsen, Yana V. Grishkan and John M. King January 2, 2024 by renholding

On December 14, 2023, Congress passed the Foreign Extortion Prevention Act (“FEPA”) as a component of the annual National Defense Authorization Act to criminally prosecute foreign officials who seek or receive bribes from U.S. persons or businesses. President Biden is …

Goodwin Procter Discusses UK Draft Rules for Fintechs

By Andrew Henderson, Glynn Barwick, Gretchen Scott, James Taylor and Matthew Dixon-Ward December 21, 2023 by renholding

On December 8, 2023, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA) published a joint consultation paper titled ”CP26/23 – Operational resilience: Critical third parties to the UK financial sector.” The consultation includes draft PRA and Bank of …

Debevoise & Plimpton Discusses the EU Artificial Intelligence Act

By Avi Gesser, Matt Kelly, Robert Maddox, Martha Hirst and Samuel J. Allaman December 20, 2023 by renholding

On December 8, 2023, after months of negotiations, the European Commission, the European Parliament and the European Council reached political agreement on the terms of the European Union Artificial Intelligence Act (the “EU AI Act” or the “Act”). We previously …

A Comparative Analysis of the SEC’s Climate Disclosure Proposal

By Charlie Cibrario and Cynthia Hanawalt December 13, 2023 by renholding

In the global effort to protect the earth’s climate, the pace of regulation is rivaled only by the speed of technological innovation.

What seemed improbable just a few years ago – requiring large companies to measure and report annual greenhouse …

Skadden Discusses Proposed UK Reforms to Merger Process

By Bill Batchelor and Aurora Luoma December 6, 2023 by renholding

On November 20, 2023, the UK’s Competition and Markets Authority (CMA) announced proposed reforms to its in-depth merger control review process (the phase 2 review) that seek to provide more opportunities for engagement with decision makers and incentivise parties to …

ISS Discusses New UK Strategy for Sustainable Finance

By Hugo Gallagher December 5, 2023 by renholding

The U.K. Government published its updated Green Finance Strategy in March 2023. Comprehensive in nature, the Strategy articulates the U.K.’s ambition to become a world leader in the realm of sustainable finance and to retain the country’s status as a …

Sullivan & Cromwell Discusses Changes to UK Takeover Code

By Jeremy Kutner, Ben Perry and Matthew Triggs December 4, 2023 by renholding

On October 27, 2023, the UK’s Panel on Takeovers and Mergers (the “Panel”) published the results of a consultation started in May 2023 to review the City Code on Takeovers and Mergers (the “Code”), together with …

Sullivan & Cromwell Discusses Recent Legal Developments on Voluntary Carbon Credits

By James M. McDonald, James M. Shea Jr., Marc Treviño, Samuel E. Saunders and Harshil Bansal November 22, 2023 by renholding

A large number of companies globally have announced net zero greenhouse gas (“GHG”) emissions targets, most of which are likely to require some form of carbon offsetting. Many consumers are also interested in offsetting their carbon footprint. The development of …

Skadden Discusses Different Enforcement Approaches of EU, UK, and U.S. on Antitrust and Sustainability

By Aurora Luoma, Giorgio Motta and Boris Bershteyn November 16, 2023 by renholding

On October 12, 2023, the UK’s Competition and Markets Authority (CMA) issued its final Green Agreements Guidance (Guidance). The Guidance is designed to help businesses seeking to collaborate on environmental sustainability initiatives by providing greater clarity on when UK competition …

ISS Discusses Where ESG Performance Matters Most for Company Valuation

By Loic Graindorge, Karsten Greye, Roberto Lampl, Gavin Thomson, Casey Lea and Disha Malara November 9, 2023 by renholding

The January 2023 report ESG Performance and Enterprise Value: Do Firms with Stronger ESG Performance Have Higher Valuation Ratios? investigated the relationship between the ISS ESG Performance Score (a normalized version of the ISS ESG Corporate Rating) and two …

Is Regulating AI an Impossible Task?

By Georges Ugeux November 8, 2023 by renholding

To regulate artificial intelligence, or AI, it is important to look at the various, and often contradictory, settings where AI operates – and how it is treated there.   For example, data privacy generally and in particular open banking, in which …

What Is the Global Impact of Mandatory Climate-Related Disclosures?

By Lucas Mahieux, Haresh Sapra and Gaoqing Zhang November 6, 2023 by renholding

In response to extreme weather events, regulators and standard setters are developing climate-related reporting requirements and standards. The thinking behind making disclosure of firms’ climate-related risks mandatory is that it will allow the market to price these risks, thereby using …

Globalization and the Decline of IPOs

By M. Vahid Irani, Gerard Pinto and Donghang Zhang November 2, 2023 by renholding

Initial public offerings (IPOs) play a vital role in facilitating capital formation and wealth distribution within an economy. The decline and low number of U.S. IPOs over the past 25 years have raised concerns among entrepreneurs, investors, and policymakers. The …

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