Following the U.S. Securities and Exchange Commission’s action in March 2025 to end its defense of the final climate-related disclosure rules (Climate Rules), the Attorneys General of Massachusetts and other states (intervenor States) filed a motion to hold the case in abeyance “to maintain the status quo and preserve judicial…

Continue Reading Eighth Circuit Temporarily Pauses Climate Rules Litigation and Seeks Response from SEC

On April 11, 2025, the U.S. Securities and Exchange Commission’s Division of Corporation Finance (Corp Fin) issued six new Compliance and Disclosure Interpretations (CDIs) relating to the two clawback-related check boxes on the cover page of annual reports and related disclosure under Item 402(w) of Regulation S-K. A brief discussion…

Continue Reading Corp Fin Issues New CDIs on Clawback-Related Disclosure

On April 9, 2025, the U.S. Senate voted 52-44,1 along party lines, to confirm the nomination of Paul Atkins as chairman of the U.S. Securities and Exchange Commission (SEC). In the coming days, Atkins will be sworn in as chair, joining Republican Commissioners Mark Uyeda and Hester Peirce, and…

Continue Reading Paul Atkins Confirmed as SEC Chairman

For decades, Delaware has been the top choice for incorporation in the United States, providing a stable legal framework and business-savvy courts. In recent months, a debate has arisen over the ongoing vitality of Delaware law, while other states have stepped up their efforts to compete with Delaware. In response to concerns in the market and to ensure that Delaware preserves its commitment to clarity and predictability, the Delaware legislature and Governor recently enacted landmark amendments to the Delaware General Corporation Law. Continue Reading Webinar Alert | The Future of Delaware Law – April 8, 2025, 10:00 a.m. PT

On March 27, 2025, the SEC announced that it voted (2-1) to end its defense of the final enhanced and standardized climate-related disclosure rules (the Climate Rules). The SEC previously adopted the Climate Rules on March 6, 2024. The Climate Rules faced multiple immediate legal challenges, which were consolidated in…

Continue Reading SEC Votes to End Defense of Climate Disclosure Rules

On March 25, 2025, the Delaware legislature and Governor enacted landmark amendments to the Delaware General Corporation Law that will have significant impacts for Delaware corporations and transaction planning. Our recent Client Alert discusses the changes effected by these amendments and the potential impacts thereof. The amendments are immediately effective…

Continue Reading Delaware Enacts Landmark Corporate Law Amendments

Wilson Sonsini partners Sebastian Alsheimer and Doug Schnell recently joined The Corporate Director podcast to discuss the evolving landscape of shareholder activism. They provided practical advice on protecting against shareholder activism and engaging in effective shareholder engagement. Listen to the podcast on Diligent’s website (here) or on our

Continue Reading The Corporate Director Podcast | Tips and Trends Shaping the 2025 Proxy Season

Join Wilson Sonsini for a three-part webinar series that will provide helpful updates on the state of ESG and practical tips for navigating a shifting landscape. The webinar series will be held on March 18, 19, and 20, 2025, from 9:00 am – 10:00 am PT. Register for one or…

Continue Reading Webinar Series Alert | Environmental and Social Changes in the New Administration, March 18, 19 & 20

As we reported in our Preparing for the 2025 Proxy Season client alert, Glass Lewis announced on February 18, 2025, that it was reviewing its diversity-related voting guidelines “in the face of the U.S. Administration’s recent Executive Orders and overall stance on DEI,” which are further described in our 2025 Environmental and Social Developments client alert. On March 4, 2025, Glass Lewis emailed its clients that it had completed its review and decided, beginning on March 10, to “implement a bifurcated approach to offering voting guidance on board elections and DEI-related shareholder proposals at U.S companies.”Continue Reading Glass Lewis Stands by Its Diversity-Related Voting Guidelines but Will Include Flag