Harvard Law School Forum on Corporate Governance - Latest News and Information
Activist investors had a banner year in 2025, launching a record 255 campaigns and driving a 25% increase in substantive activism across Russell 3000 firms. Healthcare, financial services and technology were the most targeted sectors, while micro‑ and nano‑cap companies bore the brunt of activity. New tactics such as “celebtivist” celebrity‑hedge fund alliances, withhold vote strategies, and boomerang campaigns intensified pressure, and activist‑induced CEO turnover reached a historic high of 32 resignations. The retrospective warns boards to anticipate these evolving approaches in 2026.
A decade after the Paris Agreement, corporate climate action has shifted from early supply‑chain pilots and nascent net‑zero talk to a reality where Scope 3 emissions dominate and reporting burdens intensify. Initial enthusiasm for broad coalitions has given way to more...
Based on The Conference Board’s C‑Suite Outlook 2026 survey, CEOs worldwide identified artificial intelligence as the most significant negative societal or technological shift for 2026, outranking political polarization and changing consumer behavior. Political uncertainty and public‑policy volatility also top external...
Deloitte and USC’s Peter Arkley Institute released its fifth‑year analysis of S&P 500 risk‑factor disclosures, finding that average page counts rose to 14.3 and risk‑factor totals to 32. Despite SEC reforms aimed at trimming disclosures, 56% of firms added pages and 37%...
The Delaware Superior Court in JanCo FS 2, LLC v. ISS Facility Services clarified how a materiality scrape should be applied in M&A indemnity clauses. The court first inserts the full definition of “Material Adverse Effect” and then strikes materiality qualifiers, effectively expanding the...
Board director compensation across the Russell 3000 and S&P 500 showed modest growth in 2025, with total pay up 2% in the Russell 3000 and flat in the S&P 500, keeping median compensation near $250,000. Shareholder‑approved caps are now in...
The SEC’s proposed 2024 Climate Rule would require large accelerated filers to disclose Scope 1 and Scope 2 greenhouse‑gas emissions and obtain third‑party assurance, mirroring EU sustainability mandates. Under Section 11, underwriters remain liable for non‑expertised portions of registration statements, shifting risk when...
Professor Eric Hilt’s 2026 paper traces the evolution of financial crises over two centuries, highlighting how regulatory regimes and banking structures shaped their frequency and character. Early crises were often sparked by banking panics, while the post‑World War II regulatory era...
The Delaware Supreme Court issued an en banc opinion in Johnson & Johnson v. Fortis Advisors, affirming and partially reversing a Chancery ruling that awarded former Auris Health shareholders over $1 billion in an earnout dispute. The decision is the first...
