AI

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Alert Memo

Section 16(a) Reporting: SEC Grants Exemptive Relief for Foreign Private Issuers in Certain JurisdictionsSection 16(a) Reporting: SEC Adopts Final Rules for Foreign Private IssuersLawsuits Filed Under SEC's Revised Rule 14a-8 No-Action Letter Process

Antitrust

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Blog Post

Reframing Board Diversity Disclosure in 2026 Proxy StatementsThe NAL Landscape Post-SEC AnnouncementFifth Circuit Reinstates CTA Injunction Pending Oral Arguments in March; FinCEN January 13 Deadline on Hold

Boards of Directors

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder Transactions

Case Law Developments

Selected Issues for Boards of Directors in 2026Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder Transactions

Corporate Governance

Section 16(a) Reporting: SEC Adopts Final Rules for Foreign Private IssuersSelected Issues for Boards of Directors in 2026Executive Order on “Prioritizing the Warfighter in Defense Contracting” – Key Implications for Defense and Government Contractors

Corporate Law

Section 16(a) Reporting: SEC Adopts Final Rules for Foreign Private IssuersSelected Issues for Boards of Directors in 2026Fifth Circuit Reinstates CTA Injunction Pending Oral Arguments in March; FinCEN January 13 Deadline on Hold

Cybersecurity

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Delaware Law

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Court of Chancery Finds Buyer Failed to Use Commercially Reasonable Efforts in Pharma Milestone Payment Case

Digital Assets

SEC Staff Issues Guidance on Tokenized Security Taxonomies

Disclosure and Reporting

Reframing Board Diversity Disclosure in 2026 Proxy StatementsSection 16(a) Reporting: SEC Adopts Final Rules for Foreign Private IssuersSelected Issues for Boards of Directors in 2026

Economic Sanctions and Foreign Investments

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025

Enforcement

Selected Issues for Boards of Directors in 2026Executive Order on “Prioritizing the Warfighter in Defense Contracting” – Key Implications for Defense and Government ContractorsFifth Circuit Reinstates CTA Injunction Pending Oral Arguments in March; FinCEN January 13 Deadline on Hold

ERISA

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

ESG

Selected Issues for Boards of Directors in 2026California Climate Rules: What To Do Pending the Ninth Circuit’s InjunctionShareholder Engagement Considerations in light of Texas v. Blackrock

Executive Compensation

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025It’s Not DE, It’s You: 55 Billion Reasons Tesla is Not ‘Your Company’

Intellectual Property

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2024

Merger Litigation

Selected Issues for Boards of Directors in 2026Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder TransactionsNew Delaware Ruling Highlights Unintended Consequences of Excluding Officers from Fiduciary Duty Waivers

Private Equity

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Court of Chancery Finds Buyer Failed to Use Commercially Reasonable Efforts in Pharma Milestone Payment Case

Proxy Rules

Reframing Board Diversity Disclosure in 2026 Proxy StatementsSelected Issues for Boards of Directors in 2026House Financial Services Committee Previews Possible 14a-8 Reform

Proxy Season

Reframing Board Diversity Disclosure in 2026 Proxy StatementsSelected Issues for Boards of Directors in 2026

Restructurings

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2024

SEC and Securities Laws

Section 16(a) Reporting: SEC Adopts Final Rules for Foreign Private IssuersSEC Staff Issues Guidance on Tokenized Security TaxonomiesThe NAL Landscape Post-SEC Announcement

SEC Guidance

SEC Staff Issues Guidance on Tokenized Security TaxonomiesThe NAL Landscape Post-SEC AnnouncementSelected Issues for Boards of Directors in 2026

Shareholder Activism

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Tax

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Chancery Court Finds Private Equity Sponsor’s Tax Receivable Agreement Potentially Led to Conflicted Sale Process