Expert Analysis

• Proxy Season Takeaways Indicate ESG Initiative Shifts

  

  While proxy season takeaways from 2023 may seem to indicate a move away from environmental, social and corporate governance initiatives, the numbers also reflect shifts in the types of proposals being submitted, their proponents, voting patterns and broader investor sentiment, says Leah Malone at Simpson Thacher.

• Opinion

  Private Equity Owners Can Remedy Law Firms' Agency Issues

  

  Nonlawyer, private-equity ownership of law firms can benefit shareholders and others vulnerable to governance issues such as disparate interests, and can in turn help resolve agency problems, says Michael Di Gennaro at The Law Practice Exchange.

• Mass. Robinhood Ruling Will Affect Broker-Dealers Nationwide

  

  Following the Massachusetts Supreme Judicial Court's recent ruling in Robinhood v. Galvin, which upheld the state's rule imposing a fiduciary duty standard on broker-dealers, the Massachusetts Securities Division will likely target in-state and out-of-state firms under the rule, say attorneys at Mintz.

• How To Protect Atty-Client Privilege While Using Generative AI

  

  When using generative artificial intelligence tools, attorneys should consider several safeguards to avoid breaches or complications in attorney-client privilege, say Antonious Sadek and Christopher Campbell at DLA Piper.

• When Should A Chief Compliance Officer Get Sanctioned?

  

  A recent Financial Industry Regulatory Authority enforcement action against a securities firm took the rare step of individually charging the firm's chief compliance officer, heightening uncertainty around what compliance officers should do to avoid being sanctioned, say Greg Amoroso and Brian Rubin at Eversheds Sutherland.

• How New Lawyers Can Leverage Feedback For Growth

  

  Embracing constructive criticism as a tool for success can help new lawyers accelerate their professional growth and law firms build a culture of continuous improvement, says Katie Aldrich at Fringe Professional Development.

• A Cautionary Tale Of Flawed Debt Accounting And SEC Fines

  

  The U.S. Securities and Exchange Commission's recent improper-accounting charges against Malvern Bancorp and its ex-CFO highlight crucial practice issues, including the need to objectively evaluate borrowers' credit, say attorneys at Arnold & Porter.

• Series

  ESG Around The World: Australia

  

  Clive Cachia and Cathy Ma at K&L Gates detail ESG-reporting policies in Australia and explain how the country is starting to introduce mandatory requirements as ESG performance is increasingly seen as a key investment and corporate differentiator in the fight for global capital.

• Del. Corporate Law Overhaul Delivers On Flexibility For Cos.

  

  Recent amendments to the Delaware General Corporation Law provide needed flexibility to public companies, including by making it easier to effect stock splits or changes to authorized shares, and by streamlining the process to ratify defective corporate acts, say attorneys at Venable.

• Corporate Compliance Lessons From FirstEnergy Scandal

  

  Fallout from a massive bribery scheme involving Ohio electric utility FirstEnergy and state officeholders — including the recent sentencing of two defendants — has critical corporate governance takeaways for companies and individuals seeking to influence government policymaking, say attorneys at Wilson Sonsini.

• Private Fund Advisers Should Prep Now For New SEC Rules

  

  The U.S. Securities and Exchange Commission's final private fund adviser rules place significant burdens on this group, and despite both modifications to the initial ruleset and litigation challenges, advisers should begin developing practices that could comply with these regulations should any of them take effect, say attorneys at Simpson Thacher.

• Asset Manager Considerations For Soliciting Calif. Pensions

  

  With California public pension and retirement plans representing close to $1 trillion in assets, managers must understand the lobbying laws that may be applicable to soliciting investments from the state's plans, say Chelsea Childs and Catherine Skulan at Ropes & Gray.

• Twitter Legal Fees Suit Offers Crash Course In Billing Ethics

  

  X Corp.'s suit alleging that Wachtell grossly inflated its fees in the final days of Elon Musk’s Twitter acquisition provides a case study in how firms should protect their reputations by hewing to ethical billing practices and the high standards for professional conduct that govern attorney-client relationships, says Lourdes Fuentes at Karta Legal.

• The Long Reach Of Proposed Security-Based Swaps Rule

  

  The U.S. Securities and Exchange Commission's proposed security-based swap reporting rule's public disclosure provision is novel and contentious, and if it's included in the final rule, it would be a fundamental change in market structure that could chill activity in the space and incentivize market participants to use alternative derivative instruments, says Andrew Blake at Sidley.

• Opinion

  Regulators Must Avert Overreach When Targeting AI

  

  As financial regulators pursue artificial intelligence policy and related regulation, they should be wary of counterproductive interventions, which may stymie technology that could enhance forecasts and better reach the historically underrepresented, says Jack Solowey at the Cato Institute.