News & Analysis as of

Diversity and Inclusion Standards (D&I) Shareholders Disclosure Requirements

Seyfarth Shaw LLP

HKEx’s Enhanced Corporate Governance Code and Related Listing Rules

Seyfarth Shaw LLP on

HKEx published conclusions in December 2024 to its consultation on Review of the Corporate Governance Code (“CG Code”) and related Listing Rules. The latest changes to the CG Code and related Listing Rules include (i)...more

Wilson Sonsini Goodrich & Rosati

[Webinar] A Shift in ESG: Navigating Environmental and Social Issues Under the New Administration - A Three-Part Series - March...

Under the new administration, several shifts in E&S have impacted public companies across a number of different practice areas. In light of these developments, companies are taking a wide array of approaches to disclosure,...more

Dechert LLP

Post-Election Regulatory Changes to Corporate Governance Mirror Broader Political Shift

Dechert LLP on

Significant post-election shifts in corporate governance policy are already occurring among regulators, self-regulatory organizations and proxy advisors. The SEC will no longer litigate its climate disclosure rules,...more

Fenwick & West LLP

Nasdaq Proposes Eliminating Board Diversity Disclosure Rule

Fenwick & West LLP on

Last week, Nasdaq filed a proposed rules change with the Securities and Exchange Commission to remove the board diversity rule from Nasdaq's Listing Rules....more

Eversheds Sutherland (US) LLP

Fifth Circuit rejects Nasdaq's board diversity rule approved by SEC

After various legal battles over the past four years, a recent en banc decision by the Fifth Circuit Court of Appeals vacated the Securities and Exchange Commission’s (SEC) approval of the Nasdaq board diversity proposal,...more

Bradley Arant Boult Cummings LLP

Fifth Circuit Court of Appeals Strikes Down Nasdaq Board Diversity Disclosure Rules

On December 11, 2024, the Fifth Circuit Court of Appeals held that the Securities and Exchange Commission (SEC) does not have the authority to approve Nasdaq’s board diversity disclosure rules. As a result, Nasdaq-listed...more

Mintz

Shareholder Hits Target's Bullseye

Mintz on

7 Last year I wrote about a shareholder lawsuit against Target premised on its alleged failure to disclose the risks around the marketing of its 2023 Pride collection. The shareholder claimed in the lawsuit that Target and...more

Fenwick & West LLP

ESG Insights: Silicon Valley’s Largest Public Tech and Life Sciences Companies Expanded ESG Reporting in 2023

Fenwick & West LLP on

Amidst challenges and conflicting demands from a variety of stakeholders, technology and life sciences companies have increased their voluntary disclosure regarding environmental, social and governance (ESG) concerns. Despite...more

Mintz

Target Strikes Back at Shareholder's (Reverse) Social Justice Suit

Mintz on

We recently posted about the investor who sued Target Corporation for securities laws violations arising from Target's alleged failure to warn investors about the risks associated with rolling out its 2023 Pride Collection...more

A&O Shearman

What the UK regulators’ proposals mean for D&I strategies in financial services firms

A&O Shearman on

The UK financial services regulators’ latest proposals for improving diversity and inclusion (D&I) include detailed proposals in respect of in-scope firms’ D&I strategies. The proposals, if implemented, would represent a...more

BCLP

Time to Get Ready for the 2024 Reporting Season

BCLP on

As companies look ahead to the upcoming proxy and annual report season, the SEC has generated a number of new items to add to your compliance checklist – in addition to those covered in last year's list. Those items, along...more

DarrowEverett LLP

Diversity Driven Derivative Suits: Culture Wars Come to the Boardroom

DarrowEverett LLP on

Traditionally deployed to protect a corporation from its board’s imprudent investment or financial decision-making, in recent years shareholders have taken to bringing derivative actions on a corporation’s behalf for its...more

BCLP

What do recent lawsuits in the wake of Supreme Court decisions on Affirmative Action mean for your disclosures and DEI programs?

BCLP on

A flurry of recent lawsuits in the wake of the Supreme Court’s June decision on affirmative action have further muddied the waters for public companies trying to thread their way through competing interests....more

Mintz - Privacy & Cybersecurity Viewpoints

Preparation for 2022 Fiscal Year-End SEC Filings and 2023 Annual Shareholder Meetings

Public companies initiating the year-end reporting process will need to consider, and in many cases take steps to address, a number of significant developments and issues. To assist companies in this process, Mintz has...more

Skadden, Arps, Slate, Meagher & Flom LLP

Preparing for the 2023 Shareholder Proposal Season

On November 15, 2022, Skadden held a webinar titled “Preparing for the 2023 Shareholder Proposal Season.” The panelists were Gianna McCarthy, Director of Corporate Governance for the New York State Common Retirement Fund (NYS...more

Fenwick & West LLP

Proxy Advisors Update Voting Guidelines for 2023 Focusing on Board Diversity, Officer Exculpation and ESG Oversight

Fenwick & West LLP on

Institutional Shareholder Services (ISS) and Glass Lewis, the leading proxy advisors in the United States, have announced updates and clarifications for their voting guidelines for the 2023 proxy season. Their voting...more

Proskauer - Corporate Defense and Disputes

Another Diversity Suit Stifled

Last week, yet another federal court dismissed a shareholder derivative suit that claimed a company had failed to diversify its corporate leadership team. Shareholders had alleged that Opko Health Inc., a Miami-based medical...more

Mintz

SEC Approves NASDAQ Board Diversity Proposal Over Significant Dissent

Mintz on

The SEC recently approved two proposals by NASDAQ concerning board diversity. Specifically, the proposals would "require each Nasdaq listed company, subject to certain exceptions, to publicly disclose . . . information on...more

Jones Day

Recent Developments in Shareholder Derivative Litigation Concerning Diversity in Corporate Leadership

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The Situation: A number of shareholder derivative lawsuits in federal court have been filed seeking to hold directors and officers of major companies accountable for alleged failures to uphold their companies' stated...more

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