Worldwide: Shareholders

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Business law and corporate law thought leadership, articles, podcasts, videos and webinars from expert sources across the legal world. Explore insights covering topics that involve business and corporate law produced by specialists working in this area every day.
Article
SEC And FDA Sign Memorandum Of Understanding To Share Non-Public Information On FDA-Regulated Public Companies
The SEC and FDA have formalized an information-sharing agreement that fundamentally changes how life sciences companies must approach their public disclosures about FDA interactions. This memorandum of understanding creates a direct pathway for the SEC to access previously confidential FDA records, including meeting minutes and Complete Response Letters, to verify the accuracy of companies' public statements.
United States Healthcare
W
WilmerHale
Article
Delaware Law Alert: The Risks Of Designated Directorships—Current Guidance For Directors And Those Who Appoint Them
Recent Delaware Chancery Court opinions reveal significant personal liability risks for designated directors and the stockholders who appoint them, particularly when directors act to benefit their appointing stockholders rather than the corporation as a whole. How can designated directors and appointing stockholders navigate these complex fiduciary duty obligations while protecting themselves from potential breaches of loyalty, aiding and abetting claims, and other legal liabilities?
United States Commercial
MB
Mayer Brown
Article
New Schedule 13D And 13G CFIs Aim To Clarify The Impact Of Communications Between Issuers And Investors
The SEC Staff has issued three new Corporation Finance Interpretations aimed at clarifying when beneficial owners can continue reporting on Schedule 13G versus Schedule 13D when engaging with issuers. These interpretations address the confusion created by February 2025 guidance that caused investors to temporarily pull back from issuer engagement, providing clearer parameters for shareholder-issuer communications without triggering Schedule 13D reporting requirements.
United States Commercial
MB
Mayer Brown
Article
From No-Action To No Response: SEC Completes Its Exit From Rule 14a-8 Review
The SEC's Division of Corporation Finance has announced it will no longer respond to companies' no-objection or no-action requests under Rule 14a-8, marking the final step in ending decades of informal staff guidance on shareholder proposal exclusions. Companies must still comply with Rule 14a-8(j)'s notice requirements when excluding proposals, but will now make exclusion determinations without SEC staff input.
United States Commercial
JD
Jones Day
Article
Another “Minute About Minutes”
Delaware's Court of Chancery has issued two significant opinions clarifying how corporate minutes should be prepared and what role they play in stockholder inspection rights and litigation. These decisions highlight critical discrepancies between board minutes and proxy statements, and demonstrate how courts use meeting materials to evaluate board conduct. What do these rulings mean for corporate governance practices and the preparation of board documentation?
United States Commercial
DM
Duane Morris LLP
Article
SEC Announces Withdrawal From Rule 14a-8 Shareholder Proposal Process
The SEC's Division of Corporation Finance has announced a significant policy shift, immediately ceasing all responses to no-action requests for shareholder proposal exclusions under Rule 14a-8. This decision removes the Staff from any substantive role in the shareholder proposal exclusion process, fundamentally altering how companies must evaluate and justify excluding shareholder proposals from their proxy materials.
United States Commercial
W
WilmerHale
Article
Federal Reserve Proposes Long-Awaited Modernization Of Regulation O Insider Lending Rules
On July 31, 2026, the Board of Governors of the Federal Reserve System (the “Board”) proposed the most significant updates to insider lending restrictions for banks in more than three decades (“Proposed Rule”). If finalized, the amendments to Regulation O would, among other things, modernize long-outdated dollar thresholds, codify significant staff interpretations and statutory provisions, and provide targeted relief for banks which have passive investment funds as “principal shareholders” (10% or more of a class of voting shares).
United States Commercial
ST
Simpson Thacher & Bartlett
Article
Reputational Risk And Legal Exposure: Why New Jersey Businesses Must Manage Them Together
In an era where legal disputes unfold simultaneously in courtrooms and across social media, New Jersey businesses face a critical challenge: managing legal exposure and reputational risk as interconnected concerns rather than separate issues. When a complaint becomes publicly accessible online within moments of filing, or when regulatory investigations trigger immediate stakeholder scrutiny, the traditional separation between legal strategy and public perception becomes not just outdated but potentially
United States Commercial
SH
Scarinci Hollenbeck LLC
Article
Texas Business Court Clarifies Conversion Claims And Shareholder Standing In Business Dissolution Dispute
The Texas Business Court's Fourth Division recently addressed fundamental questions about shareholder standing and conversion claims in the context of a dissolving business partnership. When two co-owners of physical therapy clinics and related real estate entities could not agree on separation terms, their dispute raised critical procedural issues about who can sue for corporate injuries and what pleading standards apply under Rule 91a motions to dismiss.
United States Litigation
GT
Greenberg Traurig, LLP
Article
Inside The Nashville Leadership Forum: SEC Chairman Paul Atkins Shares His Regulatory Vision
SEC Chairman Paul S. Atkins shared insights on the agency's regulatory priorities during a Nashville Leadership Forum, addressing key initiatives including optional semiannual reporting, disclosure reform, and changes to the shareholder proposal process. The discussion revealed how these regulatory shifts could fundamentally reshape reporting requirements and disclosure obligations for public companies navigating today's capital markets.
United States Commercial
BT
Barnes & Thornburg LLP
Article
Brooklyn Cases Test The Procedural Boundaries Of Shareholder Oppression
Two recent Brooklyn Supreme Court decisions test the boundaries of shareholder oppression claims in New York, examining whether minority shareholders can pursue oppression remedies outside of formal dissolution proceedings and how procedural choices can fundamentally reshape business divorce litigation. These cases highlight the tension between procedural formalism and substantive justice in closely held business disputes.
United States Commercial
FF
Farrell Fritz, P.C.
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