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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
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  • 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
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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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CEOs

The Paradox of Progress for Women Executives

By Esha Mendiratta, Shibashish Mukherjee and Jana Oehmichen October 10, 2025 by renholding

Companies around the world are under pressure to diversify their executive leadership, while facing skepticism about their efforts. In a new study, we examine women’s entry into and exit from the highest levels of corporate leadership.

Breaking in Sooner

Research …

How a Billion Dollar Buy of Tesla Stock Set up a Trillion Dollar Vote

By Vyacheslav (Slava) Fos and Wei Jiang September 25, 2025 by renholding

On September 15, 2025, Elon Musk filed a disclosure with the U.S. Securities and Exchange Commission (SEC) indicating that he had acquired approximately 2.57 million shares of Tesla Inc. in open-market transactions on September 12, at a cost of nearly …

How Foreign Experience of Acquirer CEOs Affects Shareholder Returns

By Busra Agcayazi and Kose John August 27, 2025 by renholding

Despite decades of research on M&A outcomes, a puzzling question persists: Why do acquiring firms receive, on average, almost no cumulative abnormal returns around deal announcements (i.e., Betton, Eckbo, and Thorburn, 2008; Moeller, Schlingemann, and Stulz, 2004)? Numerous studies have …

Falling Down Hard: The Gender Gap in Executive Turnover

By Charles J. Hadlock, Paul Obermann and Joshua R. Pierce August 20, 2025 by renholding

The underrepresentation of women in the top executive ranks of U.S. corporations is well-documented. Less understood is what happens after women reach the C-suite: Do they keep these jobs as long as men?

Our research examines this question in depth, …

The Pay-Ratio Mandate Has Helped Bridge the CEO-Worker Pay Gap

By Chase Potter and Zhonghua Zhang August 14, 2025 by renholding

The growing gap between CEO compensation and typical worker pay has become one of the most visible signs of rising economic inequality. In the United States, this gap has widened dramatically over the past several decades. While CEOs in the …

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 …

The Partisan Divide Over Value and Values in State Pension Funds

By Dhruv Aggarwal, Lubomir Litov and Shivaram Rajgopal May 1, 2025 by renholding

Whose interests do public pension funds serve? On the one hand, they have a fiduciary duty to maximize value for the pension fund participants whose retirement savings they invest. On the other, they can use their considerable ownership stakes to …

Unflexed Muscle: SEC Enforcement of CEO and CFO SOX Certifications

By Marc I. Steinberg and A.B. Steinberg March 27, 2025 by renholding

In a new article, we focus on the Securities and Exchange Commission’s enforcement of the CEO and CFO certification requirement pursuant to the Sarbanes-Oxley Act (SOX). The article analyzes the appropriate interpretation of the statute’s reach, the SEC enforcement proceedings …

Does CEO Insider Trading Lead Non-CEOs to Follow Suit?

By Thomas J. Chemmanur, Cheng Jiang, Lukai Yang and Jingyu Zhang January 27, 2025 by renholding

Stock trading by corporate insiders has long drawn interest because of its implications for corporate governance, market integrity, and regulatory oversight. However, the question of whether and how CEOs’ non-routine insider trading influences the trading behavior of other insiders remains …

The Economics of Investor Engagement

By Davidson Heath, Daniele Macciocchi and Matthew C. Ringgenberg December 18, 2024 by renholding

Institutional investors such as mutual funds, pension funds, and exchange traded funds (ETFs) play a prominent role in today’s economy. According to the CFA Institute, institutional investors now hold over $70 trillion in investable assets and thus wield immense influence …

Why Do So Many Firms Lack CEO Succession Plans?

By Francesco Celentano and Antonio Mello December 13, 2024 by renholding

Each year, a significant number of publicly listed companies in the U.S. face the departure of their CEOs. While these transitions are inevitable, they represent critical moments in a company’s lifecycle, often leading to long-lasting financial and strategic problems when …

Why Companies Choose CEOs from Outside or Within

By Kee-Hong Bae, Sadok El Ghoul, Omrane Guedhami and Jung Chul Park December 2, 2024 by renholding

The decision to appoint a new CEO is among the most critical and strategic choices a corporation can face, as it can significantly influence the organization’s future. A key consideration is whether to promote an internal candidate or recruit one …

The Political Transformation of Corporate America, 2021–2022

By Reilly S. Steel October 22, 2024 by renholding

In recent years, scholars and other observers have expressed starkly different understandings of the political landscape of corporate America. While the conventional wisdom has cast large American businesses as a conservative stronghold, others have reached the opposite conclusion, arguing that …

Are ESG Metrics in Executive Compensation All Hat and No Cattle?

By Matthias Efing, Patrick Kampkoetter, Stefanie Ehmann and Raphael Moritz October 15, 2024 by renholding

In recent years, Environmental, Social, and Governance (ESG) metrics have become important factors in determining executive compensation as companies, investors, and regulators aim to align executives’ interests with broader societal goals. But are these metrics effective in generating incentives for …

The Impact of the Global Financial Crisis on Board Gender Diversity

By Shibashish Mukherjee and Sorin M.S. Krammer August 2, 2024 by renholding

The 2008-2009 global financial crisis (GFC) has cast a pall over several corporate governance mechanisms in many firms worldwide. Nonetheless, how the firms treated their female directors in the aftermath and whether they maintained gender diversity on their boards remain …

Stakeholder Governance and the Eclipse of Shareholder Primacy

By Martin Lipton and Kevin S. Schwartz May 8, 2024 by renholding

For decades, advocates of “shareholder primacy” as the North Star of corporate governance have steered our leading corporations and our Nation’s economic engine perilously off-course.  Since the 1970s, when the work of Milton Friedman, Michael Jensen, and Frank …

The Millennial Corporation: Strong Stakeholders, Weak Managers

By Michal Barzuza, Quinn Curtis and David H. Webber March 20, 2024 by renholding

After several years of dramatic growth, ESG investing seems to have entered a period of retrenchment.  While it is impossible to predict the future trajectory of ESG, the movement has revealed important structural features of our financial system and the …

How Corporate Insiders Perceive CEO Inside Debt

By Eric R. Brisker, Dominique Outlaw and Aimee Hoffmann Smith March 18, 2024 by renholding

The media often highlights hefty CEO compensation packages featuring lucrative stock grants, restricted shares, and stock options. The rationale for offering such equity-type compensation to top executives is to align the interests of managers and shareholders to mitigate agency conflicts …

The Role of Corporate Boards in Disclosure Policy and Enforcement

By George Drymiotes, Zijun Liu and Shiva Sivaramakrishnan February 7, 2024 by renholding

Managers have strong incentives to present a favorable image of their companies to investors, analysts, and the public, raising concerns about the credibility of voluntary disclosures. These concerns are particularly severe for unaudited forward-looking disclosures because they are often qualitative …

Why Do Companies Appoint Tainted Executives as Outside Directors?

By Leah Baer, Yonca Ertimur and Jingjing Zhang February 6, 2024 by renholding

Active and retired top executives are prime candidates for outside director positions. Conventional wisdom suggests that these individuals’ experience equips them to serve effectively as monitors and advisers to management. Nevertheless, the business press has revealed that some executives remain …

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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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Wall Street Journal
Bessent Turns Up Heat on Fed Chair
January 20, 2026
Bloomberg
Netflix Makes Warner Offer All Cash
January 20, 2026
New York Times
Prediction Markets on the Rise
January 20, 2026
D&O Diary
Chancery Says Board Failed to Respond to Sexual Misconduct “Red Flags”
January 20, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Reminds Directors Not to Play Dirty
January 20, 2026
Reuters
NYSE-Parent Develops Platform for 24/7 Tokenized Securities Trades
January 19, 2026
Securities and Exchange Commission
McGranahan Named General Counsel
January 19, 2026
Bloomberg
Fraudster Should Win at Top Court
January 19, 2026
Wall Street Journal
Enforcers Turn Insider Trading on Head
January 19, 2026
Delaware Corporate & Commercial Litigation Blog
Key 2025 Delaware Corporate Rulings
January 19, 2026
Corporate & Securities Law Blog
NYSE Offers Listing Rules Changes
January 19, 2026
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
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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
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