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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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CEO

Directors’ Ties to Non-CEO Executives: Information Advantage or Entrenchment?

By Udi Hoitash and Anahit Mkrtchyan May 21, 2019 by renholding

Understanding factors that facilitate or inhibit boards’ ability to monitor the chief executive officer (CEO) is central to corporate governance. In a recent paper, we analyze how informal relationships between directors and non-CEO executives (hereafter, internal ties) affect board effectiveness.…

ISS Discusses CEO Ownership, Corporate Governance, and Company Performance

By Kosmas Papadopoulos May 13, 2019 by renholding

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 Insights into How Much CEOs Are Really Paid

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

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 …

Diversity’s Role in Boardroom Leadership

By Joseph Mandato and William Devine April 19, 2019 by renholding

What does boardroom culture yield when a board commits to a broad embrace of diversity—including diversity of gender, ideas, ethnicity, race, education, age, and skills?  Do chances improve for decisions that help lead the company to maximize its potential and …

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What Boards Should Know About CLOs’ Expanding Role

By Michael W. Peregrine April 1, 2019 by renholding

A series of significant developments provides a timely prompt for boards of directors to acknowledge the expanding role and importance of chief legal officers (“CLO”).

These developments include the departure of several high-profile CLOs; the recognition of the CLO as …

How Better Corporate Governance Fosters Disruptive Innovation Through Executive Compensation

By Murat Alp Celik and Xu Tian February 18, 2019 by renholding

Innovation is the primary engine of growth in economies at the technological frontier, and a path to higher profits and growth for individual companies, as the likes of Apple, Alphabet, Microsoft, and Amazon make clear. CEOs play a crucial role …

Securities Disclosure As Soundbite: The Case of CEO Pay Ratios

By Steven A. Bank and George S. Georgiev February 11, 2019 by renholding

Since 2018, U.S. public companies have had to calculate and report a new, unconventional statistic—a CEO pay ratio—which links CEO pay to the pay of rank-and-file workers. Based on a last-minute addition to the Dodd-Frank Act of 2010, the disclosure …

Are Female CEOs More Likely to be Fired than Male CEOs?

By Vishal Gupta, Sandra Mortal and Daniel Turban December 6, 2018 by renholding

About 5 percent of U.S.-based publicly-traded firms now have female chief executive officers. While much has been written about the challenges women face in their ascent to top leadership positions, little is known about what happens to them once they …

Wachtell Lipton Puts a Spotlight on Boards

By Martin Lipton December 3, 2018 by renholding

The ever-evolving challenges facing corporate boards prompt an updated snapshot of what is expected from the board of directors of a major public company—not just the legal rules, but also the aspirational “best practices” that have come to have equivalent …

ISS Looks at Gender Diversity and Company Performance

By Marie Clara Buellingen and Kosmas Papadopoulos November 23, 2018 by renholding

In the past year, the departures of several female CEOs have made headlines, raising concerns about a potential reversal in the growing trend of women in executive leadership roles. Meg Whitman (Hewlett-Packard Enterprise Co.), Indra Nooyi (PepsiCo …

Shareholder Activism Through Say-on-Pay

By Konstantinos Stathopoulos and Georgios Voulgaris October 30, 2018 by renholding

Shareholder activism around the world has increased substantially over the last few years (see here and here for recent examples). Empowered shareholders seek to discipline management and voice their dissatisfaction with specific corporate decisions. A particular source of tension between …

Going Concern Opinions, Institutional Ownership, and CEO Compensation

By Ning Ren and Yun Zhu October 22, 2018 by renholding

Auditors issue going concern opinions when they have substantial doubts about a client’s ability to continue as a going concern for one year beyond the financial statement date. Abundant anecdotal evidence shows that  companies that received these opinions went through …

Lame Duck CEOs

By Marc Gabarro, Sebastian Gryglewicz and Shuo Xia October 17, 2018 by renholding

The process of replacing key individuals is crucial to organizations’ performance. This is as true for presidents of countries as it is for CEOs. When a firm announces the departure of a CEO without announcing a successor, the incumbent CEO …

Say-on-Pay Voting and CEO Compensation Structure

By Andrea Pawliczek September 13, 2018 by renholding

Since the financial crisis, much of the business  media have focused on the level of CEO compensation and how much it increases from the prior year, often calling out the CEOs with the highest pay. These articles in the New …

How Succession-Induced Gaps in CEO Characteristics Affect Firm Performance

By Renzhu Zhang, Gurmeet S. Bhabra, Hsin-I Chou and Eric K. M. Tan September 11, 2018 by renholding

Growing evidence that the personal characteristics of CEOs affect firm policy choices and performance prompts us to investigate the implications of CEO turnover for the value of a company. In a recent paper, we examine whether CEO succession gaps (i.e., …

Why Firms Disclose a Supplemental CEO-to-Median Worker Pay Ratio

By Sun Moon Jung, Natalie Kyung Won Kim, Han Seong Ryu and Jae Yong Shin September 5, 2018 by renholding

Pay disparity between executives and employees has been criticized as evidence of corporate greed. It can also create perceptions of unfairness and dissatisfaction among employees, weakening their commitment and performance. To provide more information about pay disparity, the U.S. Congress …

The Consequences of Strong v. Weak Clawback Provisions

By Michael H.R. Erkens and Ying Gan July 18, 2018 by renholding

Clawback provisions authorize firms to recoup compensation from executives upon the occurrence of financial restatements or executive misbehavior. The first clawback provision in U.S. federal law was Section 304 of the Sarbanes-Oxley Act of 2002 (SOX 304). SOX 304 requires …

Wachtell Lipton Discusses Shareholder Activism, Corporate Governance, and the Hunt for Long-Term Value

By Sabastian V. Niles June 22, 2018 by renholding

As the spotlight on boards, management teams, corporate performance and governance intensifies, as articles like the Bloomberg and Fortune profiles of Elliott Management (“The World’s Most Feared Investor—Why the World’s CEOs Fear Paul Singer” and “Whatever It Takes to Win—How …

How Non-Compete Agreements Affect CEO Mobility, Job Security, and Compensation

By Omesh Kini, Ryan Williams and Sirui Yin June 19, 2018 by renholding

Firms generate profits through investments in physical and human capital.  In legal regimes that recognize property rights, the firm generally has full ownership over its physical capital, as well as the right to future cash flows generated by these assets.  …

How Non-CEO Inside Directors Add Value After an Unplanned CEO Exit

By Laurie Krigman and Mia Li Rivolta June 18, 2018 by renholding

The CEO-firm match theory posits that the CEO labor market is efficient and competitive and that the matching between CEOs and firms is optimal. However, both anecdotal and empirical evidence show that CEO departures, particularly unplanned CEO departures, can be …

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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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Federal Trade Commission
Hart-Scott-Rodino Thresholds Rise
January 15, 2026
Delaware Business Litigation Report
Chancery OKs Board-Breach Suit Over Whistleblower Claim Silence
January 15, 2026
Dealbook
A Crypto Revolt Against a Crypto Bill
January 15, 2026
Freshfields' A Fresh Take
Scotus Mulls Company Liability for Aiding Human Rights Violations
January 15, 2026
The Governance Beat
Can Institutional Investors Have a Fiduciary Duty Not to Vote Proxies?
January 15, 2026
New York Times
This May Be Year of the Mega IPO
January 14, 2026
D&O Diary
AI Infrastructure Company Hit with AI-Related Securities Suit
January 14, 2026
National Law Journal
Whistleblower Recovery, but No Award
January 14, 2026
Investment News
Court Nixes Challenge to Industry Ban
January 14, 2026
Deal Lawyers.com
Delaware Supreme Court Reverses Implied Covenant Application
January 14, 2026
Wall Street Journal
Netflix to Make Bid for Warner All Cash
January 13, 2026
Reuters
WeatherTech Founder Tapped for FTC
January 13, 2026
New York Times
Global Central Bankers Back Fed Chair
January 13, 2026
Bloomberg
U.S. Says Ex-Lazard Banker’s Insider Tips Reaped $41 Million
January 13, 2026
Bloomberg
Citi to Cut 1,000 Jobs This Week
January 12, 2026
Wall Street Journal
OpenAI Sets Another Super Bowl Ad
January 12, 2026
Dealbook
Fallout From Legal Attack on Powell
January 12, 2026
Securities and Exchange Commission
Deputy Enforcement Heads Named
January 12, 2026
Corporate & Securities Law Blog
Section 16(a) Reporting Applies to Foreign Officers, Directors March 18
January 12, 2026
LinkedIn
SEC Enforcement Strategy: Don’t Enforce
January 11, 2026
Reuters
SEC Nixes Suit Against Rio Tinto Ex-CFO
January 11, 2026
Yahoo Finance
U.S. Supreme Court to Review SEC’s Power to Recoup Illegal Gains
January 11, 2026
Deal Lawyers.com
U.S. Court OKs Advance Notice Bylaw
January 11, 2026
Business Law Prof Blog
The Latest on Forum Selection Bylaws
January 11, 2026
Delaware Business Litigation Report
Chancery Partially Grants Motion to Dismiss Direct Caremark Claims
January 8, 2026
New York Times
Funding May Value Anthropic $350 Bln
January 8, 2026
The Governance Beat
The Most Common AI Risk Factors
January 8, 2026
Bloomberg
War on Iffy Lawsuits Upends SEC’s Role
January 8, 2026
FTI Consulting
PE Holding Periods May Get Longer
January 8, 2026
New York Times
Elon Musk’s xAI Raises $20 Billion
January 7, 2026
D&O Diary
Suit May Preview AI-Bubble Litigation
January 7, 2026
FINRA
SEC Ends Biased Research Settlement
January 7, 2026
Bloomberg
SEC Sees AI-Related Disclosures Soar
January 7, 2026
PwC Blog
PE Investing in Mid-Market Firms Sags
January 7, 2026
Bloomberg
Nvidia CEO “Fine” With Billionaire Tax
January 6, 2026
New York Times
Who Needs More Venezuelan Oil?
January 6, 2026
Freshfields' A Fresh Take
Arizona Supreme Court Rejects “Closely Related Party” Doctrine
January 6, 2026
CoinDesk
Crypto’s Fate in GOP Watchdogs’ Hands
January 6, 2026
ABA Business Law Today
ABA Issues M&A Deal-Points Study
January 6, 2026
Delaware Business Litigation Report
Chancery Keeps Reasonableness Standard in Restrictive Covenant Dispute
January 5, 2026
New York Times
Big Tech Gets What Wants from Trump
January 5, 2026
Freshfields' A Fresh Take
M&A Predictions, Guidance for 2026
January 5, 2026
D&O Diary
The Top 10 D&O Stories of 2025
January 5, 2026
Deal Lawyers.com
Extended Producer Responsibility Laws Raise New Issues for Buyers
January 5, 2026
Bloomberg
GOP-Only Watchdogs Police Wall Street
January 4, 2026
Wall Street Journal
Trump Upends White-Collar Prosecutions
January 4, 2026
Securities and Exchange Commission
Farewell Commissioner Crenshaw
January 4, 2026
Corporate & Securities Law Blog
SEC Proposal Would Give NASDAQ More Discretion to Deny Listings
January 4, 2026
Business Law Prof Blog
Is Walmart Selling Itself as a Tech Firm?
January 4, 2026
Delaware Business Litigation Report
Chancery Keeps Reasonableness Standard in Restrictive Covenant Dispute
December 23, 2025
Freshfields' A Fresh Take
What Bank Regulators May Do in 2026
December 23, 2025
The Governance Beat
EDGAR to Take Five Days Off
December 23, 2025
Securities Litigation & Enforcement
What SEC Enforcement May Do in 2026
December 23, 2025
Securities and Exchange Commission
Retail-Investor Crypto Scheme Nailed
December 23, 2025
Dealbook
Dealmakers Grow Bullish on 2026
December 22, 2025
Sidley Enhanced Scrutiny
California Court Says Federal Forum Clauses Enforceable in Securities Suits
December 22, 2025
Wall Street Journal
The SEC May Make Wall Street Analysts Corrupt Again
December 22, 2025
Deal Lawyers.com
New Defense Act to Prompt Expansion of Outbound Investment Control
December 22, 2025
Business Law Prof Blog
The Lessons of Oklahoma Biz Court
December 22, 2025
Delaware Business Litigation Report
Delaware Chancery Rules in Nonstock Corporation’s Board Removal Case
December 21, 2025
D&O Diary
Securities Lawsuits Related to Data Breaches Hit Two Tech Companies
December 21, 2025
Wall Street Journal
PCAOB to Cut Chair’s Pay by Over Half
December 21, 2025
Securities and Exchange Commission
FTX Consent Judgments Reached
December 21, 2025
Business Law Prof Blog
Musk Pay Ruling Is Politically Expedient
December 21, 2025
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