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What China’s Experiment in Stakeholder Governance Can Teach Us
Growing concerns about the externalities that companies may impose on stakeholders have placed the mainstream shareholder primacy model under intense scrutiny. Stakeholderism, or stakeholder model, is an alternative approach that requires companies to consider interests beyond those of shareholders, is …
The Placebo Effect of Insider Dealing Regulation
In a recent article, we explore the curious case of how regulators in the EU, UK, and United States treat two forms of insider trading — what we call “traditional insider trading” and “shadow trading.” The former, familiar to …
Davis Polk Discusses UK’s New Consumer Protection Regime
On 6 April 2025, the consumer protection provisions of the Digital Markets, Competition and Consumers Act 2024 (DMCC Act) came into force. The UK Competition and Markets Authority (CMA) can now directly pursue enforcement action without going through the courts …
Corporate Constitutionalism for Foreign Private Issuers
Lawyers for public companies across the world may not have expected this, but a recent UK appellate decision on an Antigua and Barbuda company greatly enhanced global shareholder rights. The reason is straightforward – Antigua is one of a handful …
Other Countries Can Fill U.S. Void in FCPA Enforcement
Shifting U.S. enforcement priorities may soon create a crisis in international anti-corruption efforts. For decades, the United States spearheaded those efforts through prosecutions under the Foreign Corrupt Practices Act (FCPA). On February 10, however, President Donald Trump issued an Executive …
The Strategic Evolution of Shareholder Activism
Shareholder activism has undergone a striking transformation over the past four decades. What began in the 1980s as a brash and often combative movement led by so-called corporate raiders has matured into a sophisticated, globally attuned, and strategically agile phenomenon. …
Skadden Offers a Review of ESG in 2024 and Key Trends for 2025
ESG: 2024 Sees Greater Implementation in Europe and Increasing Divergence With the US
In this article, we reflect on key trends in ESG over the second half of 2024 and look ahead at trends that may emerge in 2025.
We …
ISS Discusses the Latest in ESG and Stewardship Regulation
INTERNATIONAL
IOSCO
International Organization of Securities Commissions Publishes Report on Impact of Transition Plans Disclosures
The International Organization of Securities Commissions (IOSCO) published a report on November 13 covering the key impacts of, and challenges associated with, transition planning. The …
How Much Impact Does Say-on-Pay Have on Executive Compensation?
Say-on-pay, an annual, non-binding shareholder vote on CEO compensation, is one of the primary ways of giving shareholders a voice in corporate governance. It is in essence a vote of confidence on the board of directors’ compensation decisions and the …
How SPAC Regulatory Regimes in the UK, Singapore, and Hong Kong Stack Up
Special purpose acquisition companies (SPACs) have swiftly emerged as an alternative vehicle for global corporations that seek a public listing. As their name suggests, SPACs gather funds from investors through an initial public offering (IPO), with the intention of acquiring …
Clifford Chance Discusses Impact on Business of Global Developments in Anti-Money Laundering
Global efforts to enhance anti-money laundering (AML) measures to combat financial crime are increasing. In this extract from a recent Clifford Chance webinar, we look at the latest AML trends in the EU, US, UK and Singapore and what …
Sullivan & Cromwell Discusses English Court Ruling on Material Adverse Event Clauses
In BM Brazil & Ors v Sibanye BM Brazil & Anor [2024] EWHC 2566 (Comm), the English Commercial Court decided a buyer was not entitled to rely on a material adverse effect (“MAE”) condition to terminate an M&A transaction, extensively …
A&O Shearman Discusses UK Digital Securities Sandbox
On 30 September, the UK Digital Securities Sandbox was officially declared open. The announcement was made by the Bank of England (BoE) and the UK Financial Conduct Authority (FCA), following the consultation earlier this year on …
The Promise and Perils of Using AI at Law Reviews
The legal world is no stranger to technological advancements, but the surge in artificial intelligence (AI) capabilities has sparked a movement that is reaching even law reviews. Every submission cycle, Scholastica – the largest platform for law-review submissions – releases …
Skadden Discusses Spotty Compliance With UK Crypto Financial Promotions Rules
On August 7, 2024, the UK Financial Conduct Authority (FCA) published an update regarding its ongoing assessment of crypto firms’ adherence to the cryptoasset financial promotions rules introduced in October 2023. See our October 23, 2023 client alert “UK …
Skadden Discusses New UK Government’s AI and Cybersecurity Reforms
Last month the new Labour government in the UK announced in the King’s Speech that it will introduce new artificial intelligence (AI) rules alongside cybersecurity and digital information bills. A brief overview of these developments is set out below.
Artificial
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Corporate Purpose, Social Enterprise Law, and the Future of the Corporation: A UK Perspective
The U.S. debate on corporate purpose centers on whether corporations should prioritize shareholders’ interests over the well-being of non-shareholder constituencies. Though the debate dates back at least to the 1930’s Berle-Dodd exchange in the Harvard Law Review, it is …
ISS Discusses the Quiet Relevance of Social Concerns, the S in ESG
It has often been argued that the ‘S’ in ESG has been overshadowed in the ESG acronym, having long played third-fiddle to corporate governance and environmental concerns. There are various reasons for this, one being that the social pillar has …
SEC Chair Gensler Speaks on Shortening the Settlement Cycle
Last month, the U.S. smoothly shortened the settlement cycle for equities, corporate bonds, and municipal securities to one day after the transaction date (T+1). This step better unifies the U.S. market structure, where Treasuries, options, and mutual funds already largely …