High-quality information and managers are essential to firms’ success, with the former allowing firms to accurately evaluate prospective investments and the latter helping to ensure those investments pay off. Yet the value of information and managers to a firm are usually assessed separately.
In a recent paper, we argue for a different approach, analyzing the
The CLS Blue Sky Blog
Blog Authors
Latest from The CLS Blue Sky Blog
Why Fiduciary Duties Fail to Bridge the Public-Private Law Gap
As corporate directors and other private actors have taken on public or quasi-public functions like reigning in conflicted executives or approving healthcare claims, fiduciary duties have expanded to protect the vulnerable and bridge the gap between public and private law.[1] But what if those duties fail to overcome the private actors’ own financial…
The Promise and Perils of Using AI at Law Reviews
The legal world is no stranger to technological advancements, but the surge in artificial intelligence (AI) capabilities has sparked a movement that is reaching even law reviews. Every submission cycle, Scholastica – the largest platform for law-review submissions – releases advice from outgoing student editors, and the latest insights reveal a startling trend: law review…
Nevadaware Divergence: How Nevada and Delaware Really Differ in Corporate Law
The differences between Nevada and Delaware corporate law – which I call “Nevadaware divergence” – are the subject of media attention, scholarly critique, and current litigation. The common wisdom is that Nevada is, as some say, “the place to reincorporate when you’re sick of Delaware’s micromanaging.” In a new article, I aim for a…
The Impact of ESG Scores and Board Structure on Firms’ Profitability
In recent years, climate change and stakeholder demand for sustainable practices have prompted increasing numbers of companies to account for environmental, social, and governance (ESG) factors in their business strategies. Companies’ success in doing so can be measured with ESG scores, which evaluate a firm’s environmental stewardship, social impact, and governance quality. Governance in particular…
Morrison & Foerster Discusses Top Five SEC Enforcement Developments for July 2024
1. SDNY Judge Holds SEC Failed to Adequately Plead Risk Disclosure and Controls Claims in SolarWinds
On July 18, 2024, the United States District Court for the Southern District of New York issued an opinion in Securities and Exchange Commission v. SolarWinds Corp. et al. District Judge Paul A. Engelmayer rejected the SEC’s first ever…
ESG, the Corporate Contract, and Managers’ Incentives
Each of the two most oft-propounded notions of ESG – environmental, social, and governance – carries some persuasive weight in the debate about ESG’s impact on corporate governance. If ESG results in a sharper focus on risk management and better metrics for guiding long-term value creation, then there is little room to object.[1] …
Skadden Discusses Banking Agencies’ Increasing Scrutiny of Bank-Fintech Partnerships
On July 25, 2024, the U.S. prudential bank regulators released a Joint Statement on Banks’ Arrangements With Third Parties To Deliver Bank Deposit Products and Services (Joint Statement),1 along with a request for information on bank-fintech arrangements (RFI) issued on July 31, 2024.2 These releases are the latest development in a trend of…
How Common Venture Capital Investors Are Reshaping the Startup Landscape
The venture capital (VC) industry has undergone a profound transformation over the past two decades with the emergence of common VC investors — that is, VC firms that hold ownership stakes in multiple startups within the same industry or product markets. In a forthcoming article, we describe the origins and implications of common VC investment…
Wachtell Lipton Discusses Nationwide Injunction Blocking FTC Non-Compete Ban
On August 20, 2024, Judge Ada Brown of the U.S. District Court for the Northern District of Texas issued a permanent injunction setting aside the Federal Trade Commission’s final rule banning non-compete agreements in Ryan LLC v. FTC. Last month, the court afforded temporary relief as to the named plaintiffs only by issuing a preliminary…