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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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Risk

VUCA and the Management of Legal Risk

By Robert C. Bird March 15, 2018 by renholding

VUCA is an acronym for volatility, uncertainty, complexity, and ambiguity – four dimensions of risk – and a tool that can used to better manage legal risk. Designed by the U.S. military and reinforced by business,[1] it describes an …

Wachtell Lipton Offers Thoughts for Boards of Directors in 2018

By Martin Lipton, Steven A. Rosenblum, Karessa L. Cain, Sabastian V. Niles, Vishal Chanani and Kathleen C. Iannone December 5, 2017 by renholding

As 2017 draws to a conclusion and we reflect on the evolution of corporate governance since the turn of the millennium, a recurring question percolating in boardrooms and among shareholders and other stakeholders, academics and politicians is:  what’s next on …

How Taxes on Managers Affect Corporate Risk-Taking

By Christopher S. Armstrong, Stephen Glaeser, Sterling Huang and Daniel Taylor December 4, 2017 by renholding

Fiscal policy—and taxation in particular—is one of the most important tools that policymakers can use to influence the economy. While the effect of corporate taxes on managers’ corporate investment decisions has been extensively studied, little is known about the effect …

How Banks Affect Borrowers’ Corporate Governance and Incentive Structures

By Carlo Maria Gallimberti, Richard A. Lambert and Jason J. Xiao November 14, 2017 by renholding

It is well known that banks play an important role in monitoring borrowing firms (e.g., Diamond, 1984). Yet, how banks choose among alternative mechanisms that reduce agency costs with borrowers is not completely understood. In our paper, “Bank Relations and …

How Executive Compensation Affects Firms’ Choice of Financing

By Steven Freund, Saira Latif and Hieu V. Phan November 10, 2017 by renholding

The separation of corporate ownership from control leads to an agency problem caused by the divergent interests of shareholders (the principals) and management (the agent).  One area of contention is the level of risk-taking by the firm.  Managers’ investment in …

How Do Independent Directors Affect Corporate Risk-Taking?

By Pornsit Jiraporn and Sang Mook Lee October 23, 2017 by renholding

Excessive risk-taking by corporate executives is often blamed for triggering the financial crisis of 2008. Therefore, it is crucial to understand the nature of corporate risk-taking so as to prevent, or reduce the likelihood of, a future crisis. In theory, …

How Irrational Actors in the CEO Suite Affect Corporate Governance

By Renee Jones August 3, 2017 by renholding

Recent news of sexual harassment and other legal controversies at Uber and throughout Silicon Valley serves as a vivid reminder that irresponsible and unethical conduct continues across the corporate landscape. Revelations of serious transgressions by senior corporate leaders belies a …

Gibson Dunn Discusses OCC Office’s Guidance on Third-Party Business Relationships

By Elizabeth Ising, Arthur S. Long and Christopher O. Lang July 20, 2017 by renholding

In June, the Office of the Comptroller of the Currency (OCC), the regulator of national banks, federal savings associations, and federal savings banks, issued additional guidance on the oversight and risk management of third-party relationships (Bulletin 2017-21).  The guidance takes …

Tournament-Based Incentives, Corporate Cash Holdings and the Value of Cash

By Hieu V. Phan, Thuy Simpson and Hang T. Nguyen June 23, 2017 by renholding

In a new paper, we examine how tournament-based incentives affect corporate cash holdings and the value of those holdings for shareholders.

Before a firm selects a new CEO, it may run a tournament within the firm to rank its vice-presidents …

The Board, the General Counsel, and the Risk-Insensitive Executive

By Michael W. Peregrine May 12, 2017 by renholding

A significant emerging governance issue is how best to monitor – and influence – the management style of senior executives who by nature are insensitive to the risks of their initiatives. As recent controversies across multiple industry sectors confirm, such …

Detecting Risk Through Firms’ Emails

By Sanjiv Das, Seoyoung Kim and Bhushan Kothari February 27, 2017 by renholding

Recent advances in financial technology (FinTech) have dramatically transformed the financial landscape with respect to the way we access, invest, and transfer financial capital. In our recent article, we explore a promising avenue for the use of natural-language processing in …

Gibson Dunn Discusses Trade Under Trump

By Judith Alison Lee, Adam M. Smith, Taylor J. Spragens and Marisa S. Choy January 3, 2017 by Jeff Himelson

While it remains too early to predict with any certainty, both allies and adversaries alike are anxiously scanning statements from the campaign and Trump’s past for any clues as to the policy directions his administration is likely to take.  In …

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 …

Too Big to Fool: Moral Hazard, Bailouts, and Corporate Responsibility

By Steven L. Schwarcz October 31, 2016 by renholding

There is an increasing worldwide focus on trying to end the problem of “too big to fail” (“TBTF”). Regulators are concerned that systemically important financial firms might engage in excessive risk-taking because they would profit from a success and be …

Debevoise & Plimpton Discusses Regulatory Developments in FinTech

By David A. Luigs, Naeha Prakash, Lee A. Schneider and Liz Alspector October 18, 2016 by renholding

In this update, we review a number of recent regulatory developments that may impact firms engaged in the industry of new and innovative financial technology (“FinTech”). First, we discuss the Federal Deposit Insurance Corporation’s (“FDIC”) new guidance on examining third-party …

Share Profits to Harness the Wisdom of Crowds

By Jiasun Li October 14, 2016 by renholding

Crowdfunding has emerged in recent years as an alternative financing channel in which entrepreneurs can directly solicit contributions from a large number of investors. In return for their contributions, investors receive non-pecuniary rewards, private benefits, or most recently, monetary payoffs. …

How to Limit Opacity and Conflicts of Interest in Retirement Plans

By S. Burcu Avci, M.P. Narayanan and H. Nejat Seyhun October 10, 2016 by renholding

Designing sensible defined-contribution retirement-plan rules is a challenging task since most Americans do not have sufficient financial acumen and self-discipline to manage their own retirement portfolio.  In spite of the fact that retirement plans constitute the bulk of their savings, …

Too Big and Unable to Fail

By Stephen J. Lubben and Arthur E. Wilmarth, Jr. October 5, 2016 by renholding

Financial regulation after the Dodd-Frank Act was enacted in 2010 has produced a blizzard of acronyms, many of which revolve around the basic “too big to fail” problem.  OLA, OLF, SPOE, and TLAC are new regulatory tools that seek to …

PwC Discusses New York’s Proposed Cybersecurity Rules

By Dan Ryan, Sean Joyce, Joseph Nocera, Jeff Lavine and Didier Lavion September 26, 2016 by renholding

On September 13, 2016, the New York State Department of Financial Services (DFS) proposed a broad set of cybersecurity regulations for banks, insurers, and other financial institutions.[1] The proposal is largely consistent with existing guidance (e.g., under the NIST …

The Unintended Consequences of Corporate Innovation

By Ryan Guggenmos September 20, 2016 by renholding

According to a recent survey of over 1,500 chief executive officers, creativity is the single most important leadership skill needed for enterprises to navigate today’s complex global business environment.[1] This is not surprising; innovative company culture has many benefits. …

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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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D&O Diary
Suit Tests Government’s Intel Stake
March 12, 2026
CoinDesk
Binance Sues WSJ on Iran Probe Piece
March 12, 2026
FCPA Professor
Smartmatic Says FCPA Case Vindictive
March 12, 2026
Bloomberg
Exxon Plans to Reincorporate in Texas
March 12, 2026
ThinkAdvisor
SEC Must Produce Texting Fine Data
March 12, 2026
Dealbook
Microsoft Sides With Anthropic v. DOD
March 11, 2026
Freshfields' A Fresh Take
DOJ Unifies Corporate Enforcement
March 11, 2026
The Governance Beat
More Nixed Investor-Proposal Suits
March 11, 2026
SEC Sentinel
FINRA Forward Program Launches
March 11, 2026
Reuters
Lawyer Sentenced for Ponzi Scheme
March 11, 2026
Wall Street Journal
Senate’s New Housing Bill Would Force Large Investors to Sell Homes
March 10, 2026
D&O Diary
State AGs Sue Over Section 122 Tariffs
March 10, 2026
FCPA Professor
Bill to Extend FCPA Limitations Statute
March 10, 2026
Bloomberg
Polymarket Enlists Palantir and TWG AI to Monitor Sports Bets
March 10, 2026
Business Law Prof Blog
IPO to Put Pershing Square in Nevada
March 10, 2026
Wall Street Journal
Anthropic Sues Defense Department
March 9, 2026
New York Times
DOJ, Live Nation Settle Antitrust Case
March 9, 2026
SEC Sentinel
FINRA Reveals Enforcement Changes
March 9, 2026
D&O Diary
D&O Liability in Geopolitical Whiplash
March 9, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Enforces Restrictive Covenant in Business Sale
March 9, 2026
Reuters
OpenAI Honcho Exits After DOD Deal
March 8, 2026
Wall Street Journal
FTC Chief Mixes MAGA, Enforcement
March 8, 2026
New York Times
Axel Springer to Buy UK’s Telegraph
March 8, 2026
The Governance Beat
Foreign Private Issuers Get SEC Relief
March 8, 2026
Bloomberg
CFTC, SEC May Move In Together
March 8, 2026
Wall Street Journal
States Sue to Stop New Trump Tariffs
March 5, 2026
Bloomberg
SEC Ends Crypto-Billionaire Sun Case
March 5, 2026
Dealbook
UK Banking App Seeks U.S. Charter
March 5, 2026
D&O Diary
Epstein Disclosure-Related Securities Suit Hits Apollo, Leon Black
March 5, 2026
Milbank Insights
SEC Revises Enforcement Playbook
March 5, 2026
Dealbook
Two Big Production Houses Merge
March 4, 2026
The Governance Beat
Vanguard Settles State Antitrust Suit
March 4, 2026
D&O Diary
How xAI-SpaceX Merger Stacks Up
March 4, 2026
Law.com
PCAOB, SEC Enforcement Hit Lows
March 4, 2026
CoinDesk
Trump’s Crypto Legacy: Paul Atkins
March 4, 2026
Wall Street Journal
DOJ Reverses on Law Firm Sanctions
March 3, 2026
Reuters
Treasury to Mull Bank Liquidity Rules
March 3, 2026
Freshfields' A Fresh Take
Texas Anti-ESG Law Struck Down
March 3, 2026
Bloomberg
SEC, Apex Spar Over Off-Channel Communications Sweep Settlement
March 3, 2026
Reuters
U.S. Gasoline Crosses $3 Gallon Mark
March 2, 2026
Bloomberg
Trump Fails Tariff-Refund Push Delay
March 2, 2026
Delaware Business Litigation Report
Delaware Court Rules That Merger Provision Is an Arbitration Clause
March 2, 2026
The Governance Beat
Can AI Tool Replace Proxy Advisers?
March 2, 2026
Deal Lawyers.com
Delaware Supreme Court OKs SB21
March 2, 2026
Wall Street Journal
Mortgage Rates Drop Below 6 Percent
March 1, 2026
New York Times
Berkshire Hathaway Posts Earnings Drop in Warren Buffett’s Last Year
March 1, 2026
Bloomberg
SEC Announces New Insider Trading Rules for Foreign Companies
March 1, 2026
Deal Lawyers.com
Delaware Supreme Court Says Accountant Can Resolve Earnout Claims
March 1, 2026
Business Law Prof Blog
The Latest on Reincorporations
March 1, 2026
Bloomberg
Warner Says Paramount Tops Netflix
February 26, 2026
Securities Litigation & Enforcement
Fewer Securities Class Actions Are Filed, but More Money Is at Stake
February 26, 2026
CoinDesk
SEC Chair Attends Adversary’s Event
February 26, 2026
Securities Regulation and Corporate Governance Monitor
SEC Issues New C&D Interpretations
February 26, 2026
Business Law Prof Blog
SEC’s No-Action Stance Is Heads I Win, Tails You Lose for Companies
February 26, 2026
Wall Street Journal
Market’s AI Obsession Brings Out Bears
February 25, 2026
Freshfields' A Fresh Take
SEC Updates Enforcement Manual
February 25, 2026
The Governance Beat
Risk of Nixing Investor Proposals Rises
February 25, 2026
Bloomberg
WisdomTree Gets SEC Nod for 24/7 Tokenized Money Market Fund
February 25, 2026
ABA Business Law Today
Insider Trading Cases in the AI Era
February 25, 2026
New York Times
Intel Strikes Deal With a Chip Start-Up Its CEO Invested In
February 24, 2026
Cleary Enforcement Watch
California Diversity Reporting Law for VC Funds to Start on March 1
February 24, 2026
Securities and Exchange Commission
SEC Updates Enforcement Manual
February 24, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Supreme Court Nixes Challenge to Moelis Stockholder Agreement
February 24, 2026
Fenwick Insights
Court Preserves HSR Rules for Now
February 24, 2026
Bloomberg
Democrats Fight for Tariff Refunds
February 23, 2026
Wall Street Journal
BLS Chief Says No Cooking of Books
February 23, 2026
New York Times
Binance Workers Find $1.7 Billion in Crypto Was Sent to Iranian Entities
February 23, 2026
Freshfields' A Fresh Take
M&A, Other SEC Rules More Flexible
February 23, 2026
Securities and Exchange Commission
SEC Charges Texas Start-Up and Its CEO With Fraud in Stock Offering
February 23, 2026
Bloomberg
U.S. Orders Tariff Deals Honored
February 22, 2026
Dealbook
Markets Seek an Iran “Off-Ramp”
February 22, 2026
Wall Street Journal
Trump Wants Netflix Director Out
February 22, 2026
Private Equity Pulse
PE Capitalizes on Better Exit Environment
February 22, 2026
Business Law Prof Blog
Are Cattle Securities Now?
February 22, 2026
Delaware Business Litigation Report
Chancery Defers Ruling for Failure to Tell Potential Manager About Suit
February 19, 2026
Dealbook
New Walmart CEO Sees More Growth
February 19, 2026
The Governance Beat
SEC Silence on Proposals Leads to Suit
February 19, 2026
D&O Diary
SEC Chair Proposes Further Reforms
February 19, 2026
Securities and Exchange Commission
Does SEC Care If Crypto Price Drops?
February 19, 2026
Bloomberg
Foreigners’ U.S. Stock-Buys Up 134%
February 18, 2026
Wall Street Journal
Anthropic, Pentagon DEI Feud Worsens
February 18, 2026
Reuters
Zuckerberg: Kids Not Instagram Target
February 18, 2026
New York Times
Meta Spends Big on AI Agenda Push
February 18, 2026
Financial Times
Will Courts Hold Auditors to Account?
February 18, 2026
Reuters
Nvidia to Sell Meta Millions of Chips
February 17, 2026
Wall Street Journal
Bayer Offers Roundup Settlement Plan
February 17, 2026
D&O Diary
Last Year in ERISA Fiduciary Litigation
February 17, 2026
Bloomberg
SEC Polices Affinity Fraudsters
February 17, 2026
bitcoin.com
Lawmaker Blasts SEC Crypto Revamp
February 17, 2026
Wall Street Journal
Companies Raising Prices Again
February 16, 2026
Bloomberg
Alibaba Unveils Big AI Model Upgrade
February 16, 2026
Reuters
SpaceX to Vie for DoD Drone Tech
February 16, 2026
New York Times
Warner Considers New Paramount Talks
February 16, 2026
Sidley Enhanced Scrutiny
Shareholder Engagement Is in Flux
February 16, 2026
Bloomberg
AI Bubble Fears Spur New Derivatives
February 15, 2026
The Governance Beat
SEC to Crack Down on XBRL Errors
February 15, 2026
Crypto.news
SEC to Regulate Prediction Markets?
February 15, 2026
Deal Lawyers.com
Chancery: Avoiding Revenue Past Earnout May Breach Implied Covenant
February 15, 2026
Business Law Prof Blog
For OpenAI, Profit Seems the Mission
February 15, 2026
Delaware Business Litigation Report
Texas Court Uses Texas Limitations Statute Despite Delaware Law Choice
February 12, 2026
D&O Diary
Top SEC Enforcer Vows Vigilance
February 12, 2026
Reuters
Pfizer to Collect $29 Million from SEC’s Steven Cohen Hedge Fund Case
February 12, 2026
Whistleblower Network News
No 2026 Payouts to SEC Whistleblowers
February 12, 2026
Deal Lawyers.com
SEC Issues New Interpretations on Form S-4, Going Private, Tender Offers
February 12, 2026
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  • Business Law Prof Blog
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  • How Appealing
  • PubCo @ Cooley
  • Securities Docket
  • Sidley Enhanced Scrutiny Blog
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