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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
  • 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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Reuters
Tema Plans Prediction Markets ETF
May 14, 2026
Bloomberg
Boards Now Less Than 30% Women
May 14, 2026
New York Times
AI Chip Maker Soars Over IPO Price
May 14, 2026
Freshfields' A Fresh Take
SEC Shifts Insider Trading Playbook
May 14, 2026
Yahoo Finance
Judge Sees Musk-SEC Deal Red Flags
May 14, 2026
Deal Lawyers.com
Delaware Bankruptcy Court Refuses to Dismiss Fraudulent Transfer Claim
May 14, 2026
D&O Diary
SEC Seeking More Individual Liability
May 13, 2026
Wall Street Journal
1MDB-Scandal’s Villain Seeks Pardon
May 13, 2026
Bloomberg
Senate Confirms Fed Chair Warsh
May 13, 2026
New York Times
Geothermal Energy Firm Goes Public
May 13, 2026
Financial Times
Judge Questions Musk-SEC Resolution
May 13, 2026
Cooley M&A
SEC Cuts Minimum Tender Offer Period
May 12, 2026
Delaware Business Litigation Report
Delaware Supreme Court Addresses Implied Covenant in Earnout Dispute
May 12, 2026
New York Times
EBay Rejects GameStop’s $55 Bln Bid
May 12, 2026
Financial Times
Oil Majors Return to Alaska
May 12, 2026
Sidley Enhanced Scrutiny
U.S. Court Enforces Texas’ 3% Ownership Rule for Derivative Claims
May 12, 2026
Bloomberg
SEC Moves to End “Gag Rule”
May 12, 2026
The Governance Beat
SEC Likely to Nix Climate Disclosure
May 11, 2026
Financial Times
Sony-Blackstone in Music Rights Deal
May 11, 2026
D&O Diary
Tariff-Recovery Suits Rising Again
May 11, 2026
Reuters
Insider Trading Scandal Exposes Gaps in Law Firms’ Security
May 11, 2026
Bloomberg
SEC Audit Oversight Push Renews Questions for Enron-Era Watchdog
May 11, 2026
Semafor
Insider Trading Cases Will Get Harder
May 10, 2026
Bloomberg
Insider Traders Switched Firms Easily
May 10, 2026
Wall Street Journal
PCAOB Independence Rules Must Go
May 10, 2026
The FinReg Blog
Is Trump Token Unregistered Security?
May 10, 2026
Deal Lawyers.com
Stockholder-Pact Case Ends Like Moelis
May 10, 2026
D&O Diary
Securities Suit Hits Private Credit Firm
May 7, 2026
New York Post
Apollo to Open Non-NYC Headquarters
May 7, 2026
Politico
Wall Street Losing War With Crypto
May 7, 2026
The Block
Senator Says No to Any Crypto Bill Without an Ethics Provision
May 7, 2026
Deal Lawyers.com
CFIUS Resuming Normal Operations
May 7, 2026
Financial Times
30 Lawyers Accused of Insider Trading
May 6, 2026
D&O Diary
The Latest Jarkesy Developments
May 6, 2026
Wall Street Journal
Ken Griffin: New York “Doesn’t Welcome Success” Under Mamdani
May 6, 2026
Bloomberg
SEC Rule to End Biden-Era Climate Policy Sent to White House
May 6, 2026
Deal Lawyers.com
Chancery Nixes Merger-Related Fraud Claims as Preempted Under SLUSA
May 6, 2026
Freshfields' A Fresh Take
Connecticut to Enact Strict AI Law
May 5, 2026
Financial Times
JPMorgan, Blackrock Scoff at AI Bubble
May 5, 2026
D&O Diary
Ed-Tech Backlash Spurs Securities Suits
May 5, 2026
Wall Street Journal
SEC, Musk Settle Twitter Shares Case
May 5, 2026
Deal Lawyers.com
Delaware Chancery Allows Narrow Fraud Claim in M&A Earnout Case
May 5, 2026
Delaware Business Litigation Report
Delaware Supreme Court Mulls Another Boardwalk Pipeline Partners Appeal
May 4, 2026
Financial Times
Ebay Weighs GameStop’s $56 Bln Offer
May 4, 2026
Wall Street Journal
Losers Dominate Prediction Markets
May 4, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Nixes Founder/CEO Firing of Managing Board
May 4, 2026
Business Law Prof Blog
The Latest on Reincorporations
May 4, 2026
D&O Diary
Delaware Court Rules Disgorgement Not “Penalty” Precluding Coverage
May 3, 2026
Wall Street Journal
Buffett Fans Love 90s Berkshire Website
May 3, 2026
Bloomberg
Bitcoin Lags Despite Booster Efforts
May 3, 2026
Deal Lawyers.com
Private Equity Hits Bumpy First Quarter
May 3, 2026
Business Law Prof Blog
Shareholder Rights Are Losing Out to Promoters of “Wealth Maximization”
May 3, 2026
The Governance Beat
Beware Using AI to Draft Proxy
April 30, 2026
D&O Diary
Defendant Wins Securities Suit Trial
April 30, 2026
Bloomberg
Fidelity Mandates Five Days in Office
April 30, 2026
CoinDesk
Small Polymarket Group Winning Big
April 30, 2026
Deal Lawyers.com
Delaware Supreme Court Rejects Challenge to Advance Notice Bylaws
April 30, 2026
Reuters
Starbucks Customers Coming Back
April 29, 2026
Cleary Enforcement Watch
SEC, CFTC Offer Amendments to Reduce Form PF Reporting Burdens
April 29, 2026
D&O Diary
Blue Owl Shows D&O Private Credit Risk
April 29, 2026
Bloomberg
CEO Explains How He Faked Results in $300 Million Meltdown
April 29, 2026
ABC News
Bankman-Fried Denied New Trial
April 29, 2026
Wall Street Journal
UAE Exit Deals OPEC Major Blow
April 28, 2026
Cleary M&A Watch
SEC Cuts Minimum Tender Offer Time
April 28, 2026
Dealbook
Is OpenAI Lagging Further in AI?
April 28, 2026
The Governance Beat
Federal Court Enjoins Company from Excluding Shareholder Proposal
April 28, 2026
Law.com
SEC Chair: Crypto Needs Congress
April 28, 2026
Bloomberg
China Blocks Already Done Meta Deal
April 27, 2026
Dealbook
High-Stakes AI Clash Goes to Court
April 27, 2026
The Governance Beat
Labor Department Indicates Proxy Advisers Have ERISA Fiduciary Duties
April 27, 2026
Debevoise Insights
Do Boards Need AI Experts?
April 27, 2026
Yahoo Finance
Insider Trading Cases Threaten a Reckoning for Prediction Markets
April 27, 2026
Bloomberg
Italy Extradites Chinese Hacker to U.S.
April 26, 2026
New York Times
AI Start-Ups From Canada and Germany Merge to Take On Silicon Valley
April 26, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Upholds Tesla’s Texas Bylaw Forum Provisions
April 26, 2026
Deal Lawyers.com
Nasdaq Ups SPAC Listing Requirements
April 26, 2026
Business Law Prof Blog
When Is a Delaware Claim Derivative?
April 26, 2026
Reuters
Warner Shareholders Vote to Approve $110 Billion Merger With Paramount
April 23, 2026
Wall Street Journal
Meta Plans to Lay Off 10% of Workers
April 23, 2026
Bloomberg
Insider Trading Convictions Tossed on Appeal Because of Juror Bias
April 23, 2026
NY Attorney General
Coinbase, Gemini Sued for Gambling
April 23, 2026
Delaware Corporate & Commercial Litigation Blog
Chancery Imposes Attorneys’ Fees for Breach of Confidentiality Order
April 23, 2026
Bloomberg
American Air Explores Alaska Air Revenue-Sharing Deal
April 22, 2026
Reuters
Lululemon Names Nike Exec CEO
April 22, 2026
Wall Street Journal
Trump Nears Spirit Airlines Rescue
April 22, 2026
New York Times
Crypto Entrepreneur Files Fraud Suit Against Trump Family Firm
April 22, 2026
Sidley Enhanced Scrutiny
Chancery Reaffirms Caremark Limits
April 22, 2026
Bloomberg
Deutsche Telekom Eyes T-Mobile Tie-up
April 21, 2026
D&O Diary
Peloton Beats Product Safety Claims
April 21, 2026
Wall Street Journal
Cybercrime Is Big “Scambodia” Industry
April 21, 2026
BBC News
Insider Trading Vibe Taints White House
April 21, 2026
bitcoin.com
SEC Swaps Suits for “ACT” Strategy
April 21, 2026
New York Times
Chip Maker Cerebras Files for IPO
April 20, 2026
D&O Diary
Delaware Court Nixes “Public Offering” Exclusion in De-SPAC Coverage Case
April 20, 2026
Bloomberg
Scotus Mulls SEC Disgorgement
April 20, 2026
Investing.com
U.S. Will Punish Fraud, Insider Trading, Derivatives Regulator Tells Congress
April 19, 2026
Bloomberg
Crypto Bill Languishes in Senate
April 19, 2026
Financial Times
White Collar Defense Lawyers Idled
April 19, 2026
Bloomberg
Scotus May Nix Strongest SEC Remedy
April 19, 2026
Deal Lawyers.com
Delaware Chancery Bars Claims Release as Condition of Merger Payment
April 19, 2026
Wall Street Journal
Netflix Chair to Leave Board in June
April 16, 2026
The Governance Beat
Delaware Chancery Finds CEO’s AI Prompts May Be Subject to Discovery
April 16, 2026
D&O Diary
Cyber Incidents Have Long-Term Impact on Shareholder Value
April 16, 2026
Bloomberg
SEC Chair Atkins Faces Ticking Clock as He Reshapes Wall Street Rules
April 16, 2026
Business Law Prof Blog
Shareholder Voting Is Under Attack
April 16, 2026
Dealbook
Trump Warns He’ll Fire Powell, Again
April 15, 2026
Freshfields' A Fresh Take
FTC Rule Targets Food Delivery Fees
April 15, 2026
The Governance Beat
SEC Chair Touts Pro-IPO Plan–Again
April 15, 2026
D&O Diary
IBM Settles DEI False Claims Act Case
April 15, 2026
Wall Street Journal
He Championed the Trumps’ Crypto Venture. Now He’s Attacking It.
April 15, 2026
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  • 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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