Worldwide: Shareholders

ExxonMobil shareholders have approved a historic redomestication to Texas, marking a pivotal shift in corporate governance strategy as major public companies increasingly reassess their state of incorporation. This decision highlights Texas's emergence as a competitive alternative to traditional incorporation jurisdictions...

In a previous article for Insights,1 the new British Virgin Islands (“B.V.I.”) beneficial ownership information (“B.O.I.”) reporting regime was considered in the context of wider transparency developments affecting offshore financial centers.

ExxonMobil's shareholders have delivered a decisive victory for the company's reincorporation to Texas, with over 70% approval despite opposition from major proxy advisors ISS and Glass Lewis.

Recent federal court decisions on shareholder proposals reveal fundamental tensions in applying Rule 14a-8's "ordinary business" exclusion, with three cases reaching seemingly different conclusions despite using the same legal framework. These divergent outcomes expose the rule's inherent ambiguity and may accelerate the SEC's anticipated reform or rescission of the shareholder proposal regime.

Should New York courts treat shareholder oppression in closely held corporations as a remediable wrong rather than solely as grounds for dissolution?

On the surface, today’s case—Bapaz NYC West St Group LLC v. Assa Properties Inc., 2026 NY Slip Op 03061 (1st Dept May 14, 2026)—appears to address a simple legal question: whether a non-party co-purchaser...

In a post-trial opinion arising from a highly fact-intensive dispute that reads as much like a family drama as a corporate governance treatise...

The Weinberg Center's fifth annual "ESG in the Boardroom" program examined how boards are navigating shareholder proposals and ESG considerations in an environment of reduced SEC guidance and increased litigation risk. With the SEC staff declining to issue most no-action letters on shareholder proposal exclusions, directors now face greater uncertainty and must develop more rigorous internal processes while treating ESG matters as discrete business risks rather than standalone compliance obligations.

Recent securities class actions against Dow Inc. and Tronox Holdings plc underscore the growing litigation risk associated with tariff‑related and broader economic disclosures in periodic reports, earnings calls, and investor communications.