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  • John C. Coffee, Jr.: Event Contracts and Prediction Markets Comment bubble 3 By John C. Coffee, Jr.
  • Leveraging Information Forcing in Good Faith By Hillary Sale
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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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Wall Street Journal
Obamacare Enrollments Cut 760,000
September 22, 2026
Financial Times
Anthropic, OpenAI Offer Cheap Models
September 22, 2026
Cleary Securities Watch
SEC End to Pay-to-Play Rule May Not Pay Off for Investment Advisers
September 22, 2026
D&O Diary
Consumer Class Actions Claim Tariffs Wrongly Passed to Customers
September 22, 2026
Deal Lawyers.com
Delaware Chancery Addresses Earnout Provision’s “Procedural Checks”
September 22, 2026
Wall Street Journal
Polymarket’s Rush Enabled Fraud
September 21, 2026
Cooley M&A
Chancery Revives Verisk Deal
September 21, 2026
Financial Times
Settlement Clears Paramount-Warner
September 21, 2026
D&O Diary
Crypto Investors Suit Skirts Dismissal
September 21, 2026
Securities Regulation and Corporate Governance Monitor
SEC Plans to Nix Shareholder Proposal Rule, Change Proxy Solicitation
September 21, 2026
New York Times
Anthropic Goes Ahead With IPO Plans
September 20, 2026
Delaware Business Litigation Report
Chancery Nixes Caremark Action
September 20, 2026
Financial Times
How Big Tech Uses Guarantees to Keep AI Exposure Off Balance Sheet
September 20, 2026
Sidley Enhanced Scrutiny
When the Meeting Minutes and the AI Transcript Don’t Match
September 20, 2026
Corporate & Securities Law Blog
SEC Grants Review of Nasdaq Minimum Listed Securities Value Rule
September 20, 2026
Bloomberg
SEC to Interview Guggenheim Staff
September 17, 2026
Cleary M&A Watch
SEC Guides on Activist Fund Disclosure
September 17, 2026
Freshfields' A Fresh Take
California Enacts a Slew of AI Laws
September 17, 2026
Financial Times
Barclays Staff Slams Return-to-Work
September 17, 2026
Business Law Prof Blog
SEC 14a-8 Rescission Proposal Is Here
September 17, 2026
Cooley M&A
KKR to Pay $250mln for HSR Violation
September 16, 2026
Dealbook
Tech Hardware Is in Vogue Again
September 16, 2026
The Governance Beat
How Shareholder Proposals Fared Over Most Recent Proxy Season
September 16, 2026
Financial Times
Rifts Over Safety at Anthropic, OpenAI
September 16, 2026
Delaware Chancery Law Blog
Delaware Court Trims an Earnout Claim
September 16, 2026
Dealbook
AI Regulation Has Strange Bedfellows
September 15, 2026
D&O Diary
The CVS Case and the Emerging D&O Risks of AI-Driven Performance
September 15, 2026
Sidley Enhanced Scrutiny
Delaware Supreme Court Reverses on Justifiable Reliance in M&A Fraud Case
September 15, 2026
Delaware Business Litigation Report
Chancery Grants Spoliation Damages
September 15, 2026
The Guardian
Private Equity Facing Existential Crisis?
September 15, 2026
Wall Street Journal
Malls Are Real Estate’s Top Performer
September 14, 2026
Delaware Business Litigation Report
Chancery Rules in Mutual Deceit Case
September 14, 2026
The Governance Beat
12 Ways AI Affects Firm Disclosure
September 14, 2026
Financial Times
Warsh and Trump on Collision Course
September 14, 2026
D&O Diary
Eighth Circuit Nixes D&O Coverage of Execs’ Personal Loan Guarantees
September 14, 2026
Bloomberg
Anthropic’s AI Warning Is Too Weak
September 13, 2026
Dealbook
A Start-Up Pay Strategy Proves Costly
September 13, 2026
The Governance Beat
Glass Lewis Outlines New Framework
September 13, 2026
Financial Times
Musk, Altman Also Back AI Slowdown
September 13, 2026
D&O Diary
Turns Out FCA Qui Tam Constitutional
September 13, 2026
Wall Street Journal
Crypto Scam Victims Are Fighting the U.S. to Get Their Money Back
September 10, 2026
Delaware Business Litigation Report
Delaware Supreme Court Affirms Arbitration Order in Earnout Dispute
September 10, 2026
Financial Times
Tariff Criticism Dooms IMF Candidate
September 10, 2026
Sidley Enhanced Scrutiny
Chancery Confirms No Best-Price Duty for Public-Benefit Corp. Board
September 10, 2026
D&O Diary
Shareholders Suit Against Apple Follows AI-Linked Copyright Claim
September 10, 2026
Bloomberg
DOJ Says Berkeley Law Discriminates
September 9, 2026
D&O Diary
Is Bank Failure Uptick a Big Deal?
September 9, 2026
Deal Lawyers.com
Designated Directors Walk a Tightrope
September 9, 2026
Corporate & Securities Law Blog
SEC Remakes Transfer Agent Rules
September 9, 2026
Business Law Prof Blog
How IPOs Stack Up So Far in 2026
September 9, 2026
Wall Street Journal
Trump Says He Will Block Canadian Firms From Government Contracts
September 8, 2026
Freshfields' A Fresh Take
9th Circuit in Prediction Markets Split
September 8, 2026
Financial Times
LIV Golf Files for Bankruptcy
September 8, 2026
Cleary Securities Watch
SEC Updates CFI Guidance
September 8, 2026
Business Law Prof Blog
Reincorporations Can Be Costly
September 8, 2026
Financial Times
University Endowments Beat S&P 500
September 7, 2026
Sidley Enhanced Scrutiny
DGCL §144 Safe Harbor Rules Emerge
September 7, 2026
Delaware Corporate & Commercial Litigation Blog
Allegedly Excessive Fees No Defense to Nonpayment of Advance
September 7, 2026
Bloomberg
Delaware Practical Pluses Run Deep
September 7, 2026
Business Law Prof Blog
The Latest on Reincorporations
September 7, 2026
Wall Street Journal
Boeing’s $8.4bn Deal Bleeds Red Ink
September 3, 2026
Bloomberg
Nvidia to Buy Hugging Face for $13bn
September 3, 2026
Dealbook
Did Meta’s Settlement Actually Help It?
September 3, 2026
Financial Times
Black Sues Congress on Epstein Probe
September 3, 2026
Securities Regulation and Corporate Governance Monitor
SEC Proposes E-Delivery Disclosure
September 3, 2026
Bloomberg
Bigger SALT Break’s Impact Surprises
September 2, 2026
Dealbook
Music Industry Grapples With AI
September 2, 2026
Freshfields' A Fresh Take
Enforcers Target Prediction Markets
September 2, 2026
Securities Litigation & Enforcement
SEC Eyes Pre-IPO Share Sales
September 2, 2026
Financial Times
Chevron to Double Venezuela Oil Production With $7bn Pledge
September 2, 2026
Wall Street Journal
Megabanks Join to Issue a Stablecoin
September 1, 2026
Financial Times
Banks Seek Cut of Lawyer AI Savings
September 1, 2026
Cleary Securities Watch
SEC Updates Corp. Finance Guidance
September 1, 2026
D&O Diary
Investors Suing AI Infrastructure Firms
September 1, 2026
Deal Lawyers.com
Delaware Chancery Limits Disclosures Under Advance Notice Bylaws
September 1, 2026
New York Times
Saudis, U.S. Firm in Data Center Deal
August 31, 2026
Financial Times
LIV Golf Girds for Bankruptcy Filing
August 31, 2026
D&O Diary
Pentwater Capital Sued on Short Squeeze
August 31, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Rules on SB 21 Heightened Disinterest Presumption
August 31, 2026
Securities Regulation and Corporate Governance Monitor
SEC Touts Crypto Exempt Offer Rules
August 31, 2026
Wall Street Journal
Aeo Nears Insurance Broker USI Deal
August 30, 2026
New York Times
SEC Allows Less Company Disclosure
August 30, 2026
The Governance Beat
SEC Nears Executive Comp Proposal
August 30, 2026
D&O Diary
AI-Related Securities Suit Hits Intuit
August 30, 2026
Deal Lawyers.com
Delaware Chancery Rules Takeover Law Doesn’t Require Informed Vote
August 30, 2026
Wall Street Journal
Sheikh Backs New Trump Crypto Bank
August 27, 2026
New York Times
Meta, Anthropic Are AI Friends, Foes
August 27, 2026
Freshfields' A Fresh Take
AGs, FTC Settle Zillow-Redfin Suit
August 27, 2026
The Governance Beat
NYSE Proposes Extending Internal Audit Transition Period
August 27, 2026
Financial Times
Bank Regulators to Narrow Enforcement Focus to Financial Risks
August 27, 2026
D&O Diary
Risk of Securities Litigation Rising
August 27, 2026
Reuters
UK Crypto Boss Faces US Extradition
August 26, 2026
Wall Street Journal
Bill Gates Warns of No AI Plan
August 26, 2026
Bloomberg
NFL Owners OK $9.6bn Seahawks Sale
August 26, 2026
Financial Times
Meta Ends Kids’ Harm Case for $18bn
August 26, 2026
D&O Diary
Deloitte Settles DOJ Anti-DEI Claims
August 26, 2026
Wall Street Journal
Anthropic Seeks $30 Trillion in Revenue
August 25, 2026
New York Times
AI Firm Aims at Data Center Backlash
August 25, 2026
Freshfields' A Fresh Take
Treasury Proposes GENIUS Act Rules
August 25, 2026
Financial Times
Canada Retaliates With $20bn Tariffs
August 25, 2026
D&O Diary
Securities Suit Against Alibaba Combines Claims on AI and China Risks
August 25, 2026
Bloomberg
Trump Family Joins New Bank Rush
August 24, 2026
The Governance Beat
Section 16 Insiders Owe EDGAR Info
August 24, 2026
Financial Times
How Shein’s IPO Lost Its Shine
August 24, 2026
D&O Diary
Oversight Risk in Governance Vacancy
August 24, 2026
Securities Regulation and Corporate Governance Monitor
The Latest on Shareholder Proposals
August 24, 2026
Blog Roll Header
  • Business Law Prof Blog
  • Corporate & Securities Law Blog
  • DealLawyers
  • Delaware Corporate and Commercial Litigation Blog
  • Gibson Dunn Securities Regulation and Corporate Governance Monitor
  • Harvard Law School Forum on Corporate Governance
  • How Appealing
  • PubCo @ Cooley
  • Securities Docket
  • Sidley Enhanced Scrutiny Blog
  • The D&O Diary
  • Truth on the Market
  • White Collar Crime Prof Blog
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