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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
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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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When Insiders Pledge Company Stock, Firms Pay the Price

By Carl Hsin-han Shen and Hao Zhang November 14, 2025 by renholding

Insiders such as executives, directors, and large shareholders often use company stock as collateral for personal loans. This practice is widespread but lightly regulated, and to many it has long seemed a harmless perk of wealth and a private decision …

How CEO Taxes Drive Share Pledging

By Jon Underwood and Benjamin Yost February 20, 2025 by renholding

Share pledging—a financial strategy where corporate executives use their stock holdings as collateral for personal loans—has long been controversial. While it allows executives to obtain liquidity without selling shares, it also introduces risks, such as margin calls that can trigger …

How the Balance of Power Is Changing in the Resolution of Corporate Financial Distress

By Vince Buccola August 3, 2022 by renholding

Among those who study corporate financial distress and reorganization, the notion that senior lenders are in control is deeply ingrained. Celebrated papers in the law and corporate finance literatures attribute lender influence during periods of distress to blue-sky contracting practices.…

Controlling Tunneling Through Lending Arrangements

By Alperen Afşin Gözlügöl April 8, 2022 by renholding

In a recent article, I examine how common provisions in lending arrangements (drawing from the LMA and LSTA modal agreements) handle the problem of value diversion in debtor companies. “Tunneling,” which is the expropriation of company value by corporate …

Debt and Taxes: Why Loans Are Really Leases

By David Hasen November 22, 2021 by renholding

Debt has been a ubiquitous form of finance for millennia, and one might reasonably assume that we have a good handle on exactly what it is by now. It turns out that may not be the case.

A loan is …

Funding Crises: An Empirical Study of the Paycheck Protection Program

By William A. Birdthistle and Joshua Silver December 15, 2020 by renholding

Soon after the coronavirus pandemic erupted in the spring, Congress enacted the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act, pumping $2.2 trillion into the economy. Now, nine months later, many of that law’s critical elements have ended or will …

1 Comment  

Bank Lending During the Pandemic

By Iftekhar Hasan, Panagiotis N. Politsidis and Zenu Sharma November 12, 2020 by renholding

Since the beginning of 2020, COVID-19 has prompted a surge in economic uncertainty, causing interruptions in business supply chains and revenues that now threaten the survival of companies. Companies struggling to meet their fixed expenses and existing obligations respond by …

Cadwalader Discusses Covid-19, PPP Loans, and the Safe Harbor Date for Returning Loans

By Jodi Avergun, Scott Cammarn, Anne Tompkins, Christian Larson and Kendra Wharton May 11, 2020 by renholding

The Small Business Administration (“SBA”), in consultation with the Treasury Department, issued FAQ #43 on May 5, 2020 extending by a week the time within which a borrower has to repay a previously issued SBA loan under the …

Do Anti-Pledging Policies Have Unintended Consequences for Corporate Governance?

By Jihun Bae and Ruishen Zhang September 18, 2019 by renholding

Many managers receive company stock as compensation and then pledge that stock as collateral for personal loans. The practice is increasingly common, and its potential economic impact is anything but negligible. For example, Larcker and Tayan (2010) document that pledged …

Enforcing Preliminary Agreements

By Albert H. Choi and George G. Triantis February 19, 2019 by renholding

Contract formation in commercial transactions can be an expensive and intricate process involving multiple stages and players, as well as significant investments in expertise and information.  In complex asset purchases, leases, corporate acquisitions, or venture financing transactions, to name just …

The Impact of IPOs on Peer-to-Peer Lending Platforms

By Maxime Cohen and Kevin Jiao January 10, 2019 by renholding

In a new paper, we investigate how initial public offerings affect peer-to-peer lending platforms and, more specifically, whether the platforms tend to alter their operational decisions in anticipation of going public.

Peer-to-peer lenders are essentially online services that match anonymous …

How Vulnerable Are U.S. Banks to Commercial Real Estate?

By Jonathon Adams-Kane August 24, 2018 by renholding

Commercial real estate (CRE) lending is a risky activity that still dominates the business model of many modestly capitalized small and medium-sized banks. Bank supervisory and regulatory reforms recently enacted have reflected some of the lessons from the Great Financial …

Cleary Gottlieb on Latest Developments in European Leveraged Finance

By David Billington, Andrew Shutter, Carlo de Vito Piscicelli, Ian Chin and Matthew Podger April 19, 2018 by Carly Goeman

EVOLUTION OF THE TRANSFERABILITY CLAUSE

Early 2000s

  • Lenders’ freedom to transfer their participations in large leveraged loans has been gradually eroded by developments introduced through the last few credit cycles.
  • By the time of the pre-crisis peak in 2007/2008, the
…

Simpson Thacher Discusses U.S. Treasury Report on Reforming the Community Reinvestment Act

By Lee Meyerson, Keith Noreika, Mark Chorazak and Spencer Sloan April 18, 2018 by Carly Goeman

On April 3, 2018, the U.S. Treasury Department issued a report detailing a number of recommendations for reforming and modernizing the Community Reinvestment Act of 1977 (“CRA”) framework.  The report, which follows through on the commitment made by Treasury in …

Wachtell Lipton Looks at Acquisition Financing in 2017 and the Year Ahead

By Eric M. Rosof, Gregory E. Pessin, Michael S. Benn, Tijana J. Dvornic and John R. Sobolewski January 17, 2018 by renholding

The credit bull market charged through 2017, with many terrific outcomes for opportunistic borrowers. But even in the best of times, borrowers and their advisors should remain nimble and thoughtful, and 2018 brings much to consider, including the impact on …

Ropes & Gray Explains Why It’s Lights Out for LIBOR by 2021

By Jane Rogers September 20, 2017 by renholding

On July 27 of this year, Andrew Bailey, chief executive of the UK Financial Conduct Authority (FCA), delivered a speech in which he questioned the sustainability of the London Interbank Offered Rate (LIBOR) in its current form. The FCA has …

The Human Factor in Corporate Loan Quality

By Janet Gao, Xiumin Martin and Joseph Pacelli December 9, 2016 by renholding

The syndicated loan market is one of the largest sources of financing for U.S. firms. This market has experienced tremendous growth over the past 20 years. In fact, some recent estimates suggest that U.S. firms obtain over $1 trillion in …

Challenging the Financial Intermediation Myth

By Robert C. Hockett and Saule Omarova October 17, 2016 by renholding

Many contemporary discussions of finance or of subjects that implicate finance – for example, federal budgetary or finance-regulatory policy – seem to be systematically colored by a seldom-examined presumption. We call this presumption the “intermediated scarce private capital myth.”

Like …

Latham & Watkins explains US Loan Market Adaptations to European Bail-In Directive

By Jane Summers, Alan W. Avery and Alfred Y. Xue February 8, 2016 by AJ

European Economic Area (EEA) financial institutions are now subject to a new set of regulatory requirements designed to avoid taxpayers bailing out banks in the event of another banking crisis — a central component of which is that EU member …

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Delaware Business Litigation Report
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D&O Diary
Top SEC Enforcer Vows Vigilance
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Pfizer to Collect $29 Million from SEC’s Steven Cohen Hedge Fund Case
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No 2026 Payouts to SEC Whistleblowers
February 12, 2026
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SEC Issues New Interpretations on Form S-4, Going Private, Tender Offers
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Kraft Heinz Pauses Company Split
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Chancery Nixes Discovery on Personal Misconduct in Broken Deal Case
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Paramount Sweetens Bid for Warner
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Ex-SEC Enforcement Chief Urges Limits on Regulation by Enforcement
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Why So Many Pump-and-Dump Suits?
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Sidley Enhanced Scrutiny
Delaware Supreme Court Makes Earnouts Less Risky for M&A Buyers
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How Paul Weiss Boss Lost Grip on Firm
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Why Finding a Job Now Is So Hard
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Wells Fargo Wealth Quits Proxy Advisers
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Coca-Cola Nixes U.S. Frozen Products
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Paul Weiss Revolt Cost Chair’s Job
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NYSE, SEC Align on Broker-Search Item
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Worry Over Private-Credit Risks Grows
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Nike Probed for Bias v. White Workers
February 4, 2026
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Bezos’ Washington Post Guts Staff
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AI Construction Firm Raises $270 Mln
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D&O Diary
Securities Suit Hits Private Credit Firm
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CEOs Dislike Sucking Up to Presidents
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The Power of Proxy Advisers and Institutional Investors May Be Shifting
February 3, 2026
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Suit Claims AI-Washing Stock “Pump”
February 3, 2026
LinkedIn
When an SEC Emergency Is Not
February 3, 2026
Reuters
January Employment Report Delayed
February 2, 2026
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Musk Says Space X Acquired xAI
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DOJ Antitrust Division Announces First-Ever Whistleblower Award
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How Investor Activism Fared in 2025
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Chancery Allows Core De-SPAC Fiduciary Duty Claims to Proceed
February 2, 2026
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OPEC+ to Keep Oil Output Unchanged
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Securities Litigation & Enforcement
Scotus to Review Disgorgement Power
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SEC Taps Ex-EY Partner to Run PCAOB
February 1, 2026
Bloomberg
SEC AI Plan May Strengthen Oversight
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The Latest in Reincorporations
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Apple Posts Blowout iPhone Sales
January 29, 2026
Bloomberg
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Reuters
Space X in Merger Talks With xAI
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House Committee OKs Bill to Create SEC Public Company Advisory Board
January 29, 2026
Yale Journal on Regulation
Is President Required to Appoint SEC Commissioners of Opposing Party?
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Reuters
Fed Leaves Interest Rates Unchanged
January 28, 2026
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Starbucks Comeback Not Just Froth
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Cleary Enforcement Watch
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Less SEC Crypto Enforcement Brings Lower Crypto Recoveries
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Delaware Chancery Addresses Aiding, Abetting Liability of Financial Advisers
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Wall Street Journal
UPS to Cut 30,000 Jobs This Year
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Cleary Enforcement Watch
France Adopts In-House Legal Privilege
January 27, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Adds Caremark Twist to Bankruptcy Case
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D&O Diary
Fourth Circuit: Shareholder Suit, SEC Probe “Logically and Causally” Linked
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Deal Lawyers.com
House Subcommittee Mulls CFIUS
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Bloomberg
Trump to Boost South Korea Tariffs
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Senate Chair Eyes Netflix-Warner Deal
January 26, 2026
New York Times
X Faces EU Probe of AI Sex Images
January 26, 2026
Deal Lawyers.com
SEC Issues Slew of New Interpretations
January 26, 2026
Corporate & Securities Law Blog
U.S. House Passes the INVEST Act
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Dealbook
Interest in Law School Surging
January 25, 2026
Securities and Exchange Commission
Statement on PCAOB 2026 Budget
January 25, 2026
Bloomberg
SEC Drops Winklevoss Crypto Suit
January 25, 2026
Deal Lawyers.com
U.S. District Court in New York Rejects Disclosure Claims in Take Private Deal
January 25, 2026
Business Law Prof Blog
Nevada Commission Meets to Study Adjudication of Business Law Cases
January 25, 2026
Wall Street Journal
Trump Calls Off Tariffs on Europe
January 21, 2026
Bloomberg
EU Freezes U.S. Trade Deal Approval
January 21, 2026
The Governance Beat
Vanguard Updates Voting Policies
January 21, 2026
D&O Diary
Would Disclosure Deter AI-Washing?
January 21, 2026
Business Law Prof Blog
Delaware Supreme Court Sides With Moelis on Stockholder Agreement
January 21, 2026
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
January 15, 2026
The Governance Beat
Can Institutional Investors Have a Fiduciary Duty Not to Vote Proxies?
January 15, 2026
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