How Corporate Lobbying Can Undermine Governance Rulemaking

By Qianzhou Du, Jiekun Huang, Pengfei Ye and Qiaozhi Ye May 5, 2025 by renholding

Corporations play an increasingly active role in lobbying, with a growing focus on influencing government rulemaking. According to the Center for Responsive Politics, corporate lobbying expenditures at the federal level reached a record $3.7 billion in 2024, accounting for 86.3 …

Why the SEC’s Approach to Chief Compliance Officer Liability Has Failed

By David Lourie February 3, 2025 by renholding

With the change in SEC leadership, now is the perfect time for the commission to reevaluate its approach to chief compliance officer (“CCO”) liability. In a new article, I contend that the SEC’s current approach to CCO liability has …

Institutional Theory for Corporate Law: An Invitation

By David Gindis and Eva Micheler January 23, 2025 by renholding

Over the past few decades, corporate law scholarship has largely relied on insights from the nexus-of-contracts theory of the firm, agency-theoretic reasoning in corporate finance, and the economic analysis of law more generally. These insights have led to substantial theoretical …

Make IPOs Great Again

By Alexander Platt January 13, 2025 by renholding

In the hunt for wasteful and counterproductive regulatory programs, the SEC’s IPO review process makes for a promising target. In a new paper, I show how this IPO “comment letter” bureaucracy has outlived its original justification and call for …

Wachtell Discusses the U.S. Supreme Court’s Business Docket for the October Term 2022

By John F. Savarese, Kevin S. Schwartz, Noah B. Yavitz and Adam L. Goodman July 17, 2023 by renholding

As was true last year, the recently completed Supreme Court Term was marked by several high-profile and contentious decisions in which a conservative 6-to-3 majority, for example, ended race-conscious affirmative action in higher education, scuttled President Biden’s student debt relief …

Rethinking Cautions Accompanying Investment Predictions

By Franklin A. Gevurtz January 23, 2023 by renholding

We are constantly bombarded with warnings about dangers to our health or wellbeing. Sometimes, however, the warnings might facilitate the danger. In a new article, I show how the cautionary statements that commonly accompany predictions of corporate performance fall into …

Latham & Watkins Discusses 10 ESG Issues to Keep Top of Mind in 2023

By Paul Davies, Sarah Fortt and Betty M. Huber January 11, 2023 by renholding

Both anticipated and less expected changes occurred across the ESG landscape in 2022. Anticipated changes included regulatory developments across the globe, including in the US, the UK, and the EU. Less expected changes included global and regional political shifts, such …

Insider Trading and Clinical Drug Trials

By Allan Horwich and Crista M. Brawley November 8, 2022 by renholding

For at least a quarter century, the Securities and Exchange Commission (SEC) has pursued claims of unlawful insider trading where the information at issue was material to the stock price of the sponsor of a clinical trial. In recent years, …

When Disclosure Isn’t Enough: Evidence on Cursedness in Betting Markets

By Darren Bernard, Madi Kapparov, Sara Toynbee and John Wertz October 26, 2022 by renholding

Capital market regulation often relies on two methods: imposing restrictions on the actions of parties with private information and requiring greater transparency about these actions. The U.S. Securities and Exchange Commission’s (SEC) recent proposal targeting insider trading abuses follows this …

Corporate Criminal Liability for ESG Initiatives Is on Its Way

By J.S. Nelson June 23, 2022 by renholding

The Securities and Exchange Commission (“SEC”) has signaled that it wants to increase enforcement against “greenwashing” – misrepresentation of a company’s environmental actions. It is not yet clear, though, whether these enforcement efforts will expand the risk of corporate criminal …

SEC Chair Gensler Speaks on How to Make Securities Regulation Dynamic

By Gary Gensler January 21, 2022 by renholding

Thank you for the kind introduction. As is customary, I’d like to note that my views are my own, and I’m not speaking on behalf of the Commission or SEC staff.

I’d like to share with you all that we

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Top Justice Department Official on Stepping Up Corporate Enforcement

By John Carlin October 26, 2021 by benzonenshayn

I think these events [the Global Investigations Review conference: New York] are an important opportunity for discussion of trends and really this area is one where your work, your advice to clients, changes the way that people behave. And it …

Sullivan & Cromwell Discusses SEC Proposal to Enhance Proxy Voting Disclosure by Investment Funds

By Donald R. Crawshaw, Eric M. Diamond, Joseph A. Hearn, Sarah P. Payne and Marc Trevino October 11, 2021 by benzonenshayn

On September 29, 2021, the SEC issued a proposed rulemaking to enhance the information mutual funds, exchange-traded funds and other registered management investment companies (“funds”) report annually about their proxy votes. The proposal also would require so-called “institutional investment managers” …

Does the Strength of Investor Protection Laws Predict Capital Market Development?

By Nitzan Shilon July 15, 2021 by renholding

Which countries provide the strongest investor protection laws? How are such laws related to the level of capital market development and ownership concentration in public companies? In a series of influential works, La Porta, Lopez-de-Silanes, Shleifer and Vishny (1997, 1998, …

Taming Unicorns

By Matthew Wansley April 15, 2021 by renholding

Until the last decade, most startups that grew to become valuable businesses chose to go public. Late-stage startups with reported valuations over $1 billion used to be so rare that venture capitalist Aileen Lee called them “unicorns.” When she coined …

Securities Regulation in Cryptoasset Markets: A Cost-Benefit Analysis

By Yuliya Guseva January 4, 2021 by renholding

Rapid technological innovation over the past five years has created unprecedented opportunities for entrepreneurs – often outside the world of traditional finance and capital markets. Cryptoassets, for example, may prove to be socially beneficial tools for enabling entrepreneurs to more …

Beyond Disclosure: A New Way of Examining Securities Regulation

By Jena Martin May 2, 2019 by renholding

When it comes to the U.S. securities markets, the game has changed. Historically, the U.S. securities markets were dominated by retail investors who engaged in a buy and hold strategy: purchasing stocks as a vehicle to invest in a corporation …

The 20 Most-Cited Corporate Law and Securities Regulation Scholars in the U.S.

By Brian Leiter August 17, 2018 by renholding

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The Influence of Cross-Border Cooperation on Equity Market Liquidity

By Roger Silvers May 4, 2018 by renholding

In a recent post on this blog, I described how IOSCO’s Multilateral Memorandum of Understanding (MMoU)—an arrangement intended to facilitate cooperation among regulators—improved cross-border enforcement of securities laws. In this post, I summarize a follow-up study showing that this enhanced …

Simpson Thacher Discusses Supreme Court Ruling on State Court Jurisdiction Over Securities Class Actions

By Jim Kreissman, Alexis Coll-Very, Stephen Blake and Pete Kazanoff March 28, 2018 by Carly Goeman

On March 20, 2018, the Supreme Court in Cyan, Inc. v. Beaver County Employees Retirement Fund, No. 15-1439, unanimously held that state courts have jurisdiction over class actions alleging only violations of the Securities Act of 1933.^[1] The …

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