According to an annual report published on October 18, 2023, members of the Net Zero Asset Owner Alliance (NZAOA) have stepped up their commitments by setting new intermediate targets in four key areas, i.e., sub-portfolio...more
In late July 2023, House Republicans on the Financial Services Committee introduced four bills targeting various business and market activities that implicate environmental, social, and governance issues. In a statement...more
9/7/2023
/ Climate Action Plan ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Environmental Social & Governance (ESG) ,
Financial Regulatory Reform ,
Financial Services Industry ,
Popular ,
Proposed Legislation ,
Proxy Voting ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals
In its 2023 snapshot report (the Climate Litigation Report), the London School of Economics’ Grantham Institute found that climate litigation continues to grow, with 190 new cases filed in the last 12 months, including cases...more
In a statement released on May 3, 2023, the Dutch Association of Investors for Sustainable Development (VBDO) called for companies in the fast-moving consumer goods (FMCGs) and grocery retail sectors to reduce their...more
6/8/2023
/ Climate Action Plan ,
Climate Change ,
Goods or Services ,
Grocery Stores ,
Hazardous Substances ,
Investment Opportunities ,
Paris Agreement ,
Plastics ,
Popular ,
Public Health ,
Retail Market ,
Single-Use/No Resale Restriction ,
Supply Chain ,
Toxic Chemicals
On April 19, 2023, CDP launched a request for 7,000 companies to disclose on the production and use of the most environmentally problematic plastics, i.e., plastic polymers, durable plastics, and plastic packaging, through...more
On March 30, 2023, 21 Republican Attorneys General (AGs) wrote a letter addressed to over 50 U.S. asset managers citing “concerns about the ongoing agreements between asset managers to use Americans’ savings to push political...more
5/9/2023
/ Anti-Competitive ,
Antitrust Provisions ,
Asset Management ,
Climate Action Plan ,
Climate Change ,
Competition ,
Environmental Social & Governance (ESG) ,
Greenwashing ,
Investment Funds ,
Investment Opportunities ,
Net Zero ,
Popular ,
State Attorneys General
The Institutional Investors Group on Climate Change (IIGCC), a European membership body for investor collaboration on climate change, announced the launch of its Net Zero Engagement Initiative (NZEI). A primary goal of the...more
5/5/2023
/ Capital Investments ,
Climate Action Plan ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Environmental Social & Governance (ESG) ,
Investment ,
Investment Portfolios ,
Net Zero ,
Paris Agreement ,
Popular
A British appeals court will review the 2022 dismissal of a novel lawsuit accusing current and former directors of the United Kingdom’s largest private pension plan of mismanagement for, among other reasons, failing to divest...more
On February 7, a group of 30 investors, representing over $1.5 trillion of assets under management, wrote to the CEOs and board chairs of five major European banks “urging them to stop directly financing new oil and gas...more
2/27/2023
/ Banks ,
Barclays ,
BNP Paribas ,
Climate Action Plan ,
Climate Change ,
Corporate Financing ,
Corporate Social Responsibility ,
Deutsche Bank ,
Energy Projects ,
Environmental Social & Governance (ESG) ,
EU ,
Financial Services Industry ,
Investment ,
Oil & Gas ,
Popular ,
Regulatory Reform
In a response to a call for evidence on greenwashing by the European Securities and Markets Authority (ESMA), the Securities and Markets Stakeholder Group (SMSG) emphasized the importance for EU authorities to ensure that any...more
On January 2, the New York City (NYC) Comptroller, Brad Lander, the NYC Employees’ Retirement System, the NYC Teachers’ Retirement System, and the NYC Board of Education Retirement System, announced that they had submitted...more
1/31/2023
/ Business Strategies ,
Climate Action Plan ,
Climate Change ,
Comptroller ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Financial Institutions ,
Financial Regulatory Reform ,
Financial Services Industry ,
Greenhouse Gas Emissions ,
Pension Funds ,
Popular ,
Underwriting
Environmental nonprofit ClientEarth, with support from other activist groups, has commenced litigation in a Paris court against a global food-products company. The claimants contend that Danone has breached France’s Corporate...more
1/18/2023
/ Climate Action Plan ,
Consumer Product Companies ,
Due Diligence ,
Environmental Policies ,
Environmental Social & Governance (ESG) ,
Food Manufacturers ,
France ,
Plastics ,
Popular ,
Public Health ,
Regulatory Violations
In early 2022, the ESG ratings industry attracted attention when electric vehicle manufacturer Tesla Inc. was dropped from the S&P 500 ESG Index. Explaining its decision, S&P cited perceived deficiencies in many ESG areas,...more
It is hardly news that ESG investing is a significant aspect of the asset management industry. According to Barron’s, $400 billion was invested in U.S. mutual funds and assets that have an ESG orientation in 2021. However,...more
Introduction -
The asset management industry has been sounding the alarm for some time about the risks and opportunities posed by climate change. While private equity giant, Carlyle, is the most recent financial institution...more
As investors’ calls for greater climate-related corporate accountability grow louder, the “E” in ESG—environmental, social and governance—looms larger than ever, particularly from the perspective of directors facing oversight...more
There were significant developments in 2019 as courts continued to issue important decisions in this space and significant legislation impacting the residential mortgage-backed securities (“RMBS”) market came into effect. A...more
1/30/2020
/ Banking Restrictions ,
Breach of Contract ,
Breach of Duty ,
Capital One ,
Chase Bank ,
Consumer Financial Products ,
Debt ,
Employee Retirement Income Security Act (ERISA) ,
Equity ,
EU ,
Fiduciary Duty ,
Financial Services Industry ,
FinTech ,
Fraudulent Inducement ,
Interest Rate Caps ,
Interest Rates ,
Loans ,
Madden v Midland Funding ,
Motion to Dismiss ,
Negligent Misrepresentation ,
Non-Bank Lenders ,
Ocwen ,
Personal Jurisdiction ,
Popular ,
Preemption ,
Regulatory Standards ,
RMBS ,
Securitization ,
Securitization Market ,
Securitization Standards ,
State and Local Government ,
True Lender ,
Trustees ,
UCITS ,
Usury ,
Valid When Made Doctrine
In Lebanon County Employees’ Retirement Fund, et al. v. AmerisourceBergen Corporation, the Delaware Court of Chancery ordered the inspection of the books and records of AmerisourceBergen Corporation, one of the leading opioid...more
1/29/2020
/ Books & Records ,
Breach of Duty ,
Controlled Substances ,
Delaware General Corporation Law ,
Drug Distribution ,
Fiduciary Duty ,
Inspection Rights ,
Mismanagement ,
Opioid ,
Pain Management ,
Pharmaceutical Industry ,
Popular ,
Prescription Drugs ,
Section 220 Request ,
Shareholder Litigation ,
Shareholders
In Channel Medsystems, Inc. v. Boston Scientific Corporation, the Delaware Court of Chancery rejected an attempt by Boston Scientific to terminate and thus avoid consummating a merger agreement with Channel on the grounds...more
1/8/2020
/ Boston Scientific ,
Bright-Line Rule ,
Business Expenses ,
Business Litigation ,
Contract Termination ,
Contract Terms ,
Corporate Sales Transactions ,
Criminal Prosecution ,
Employee Misconduct ,
Enforcement Actions ,
Equity ,
FDA Approval ,
Food and Drug Administration (FDA) ,
Fraud ,
Guilty Pleas ,
Letters of Intent ,
Material Adverse Effects ,
Materiality ,
Medical Devices ,
Merger Agreements ,
Pharmaceutical Industry ,
Popular ,
Pre-Termination Notice ,
Publicly-Traded Companies ,
Regulatory Standards ,
Remediation
On March 28, 2018, in In re Tesla Motors, Inc. Stockholder Litigation, the Delaware Court of Chancery denied a motion to dismiss a lawsuit brought by stockholders of Tesla Motors, Inc. (“Tesla” or the “Company”)....more
4/16/2018
/ Board of Directors ,
Breach of Duty ,
Business Litigation ,
Controlling Stockholders ,
Elon Musk ,
Entire Fairness Standard ,
Fiduciary Duty ,
Minority Shareholders ,
Motion to Dismiss ,
Popular ,
Shareholder Litigation ,
SolarCity ,
Tesla
2016 saw many notable developments in corporate governance litigation and related regulatory developments. In this article, we discuss significant judicial and regulatory developments in the following areas:
Mergers...more
1/12/2017
/ Acquisitions ,
Activist Investors ,
Appeals ,
Appraisal ,
Audit Committee ,
Business Judgment Rule ,
Chipotle Grill ,
Conflicts of Interest ,
Corporate Governance ,
DE Supreme Court ,
Delaware General Corporation Law ,
Dell ,
Director Nominations ,
Disclosure Requirements ,
Disclosure-Based Settlements ,
Financial Adviser ,
Foreign Corporations ,
General Jurisdiction ,
Going-Private Transactions ,
Hertz ,
Indemnification ,
Jurisdiction ,
Limited Liability Company (LLC) ,
Mergers ,
Popular ,
Proxy Access ,
Securities and Exchange Commission (SEC) ,
Shareholder Activism ,
Shareholders ,
Sothebys ,
Special Committees ,
Squeeze-Out Mergers ,
Stocks ,
Trulia