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Shuangjun Wang

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Shuangjun Wang’s practice focuses on capital markets transactions, corporate governance, and corporate advisory work, with a focus on ESG and sustainability matters.

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For more insights and analysis from Cleary lawyers on policy and regulatory developments from a legal perspective, visit What to Expect From a Second Trump Administration.

As the U.S. government shutdown stretches into its sixth week—and in light of the SEC’s clarification that it will not be reviewing and declaring registration statements effective via the traditional route during the shutdown—issuers seeking to proceed with primary and secondary offerings are turning to a statutory alternative that permits registration statements to go automatically effective without SEC clearance.[1] The exchanges have indicated willingness to play along, with some regulatory caveats,[2] and SEC leadership has publicly endorsed this method of having a registration statement go effective during the shutdown.[3]

Continue Reading Taking the Plunge: Registration Statement Filings Without a Delaying Amendment During the Shutdown

On September 10, 2025, the U.S. House Committee on Financial Services hosted a hearing titled “Proxy Power and Proposal Abuse: Reforming Rule 14a-8 to Protect Shareholder Value” to assess the shareholder proposal process, evaluate the influence of proxy advisory firms and highlight legislative solutions to limit shareholder proposals to material issues. The hearing comes at a time of enhanced regulatory scrutiny of the shareholder proposal process and could be indicative of future 14a-8 reform approaches under the SEC’s recently issued Spring 2025 Reg-Flex Agenda. 

Continue Reading House Financial Services Committee Previews Possible 14a-8 Reform

On Friday, the Court in Texas v. Blackrock issued an opinion largely denying defendants’ motion to dismiss, which allows a coalition of States to proceed with claims that BlackRock, State Street, and Vanguard conspired to violate the antitrust laws by pressuring publicly traded coal companies to reduce output in connection with the investment firms’ ESG commitments. The Court found that the States plausibly alleged that defendants coordinated with one another, relying on allegations that they joined climate initiatives, made parallel public commitments, engaged with management of the public coal companies, and aligned proxy voting on disclosure issues. It is worth noting that, while the court viewed BlackRock’s, State Street’s, and Vanguard’s participation in Climate Action 100+ and NZAM as increasing the plausibility of the claim in favor of denying the motion to dismiss, the Court clarified that it was not opining that the parties conspired at Climate Action 100+ or NZAM.

Continue Reading Shareholder Engagement Considerations in light of Texas v. Blackrock