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Corporate Governance CEOs

McGlinchey Stafford

Former CEO Sentenced in Historic Insider Trading Case Under Rule 10b5-1

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On June 23, 2025, U.S. District Judge Dale S. Fischer of the Central District of California sentenced a former Chairman and CEO of a behavioral healthcare company to 42 months in federal prison. This conviction represents the...more

Vinson & Elkins LLP

Insights from the SEC Roundtable on Executive Compensation Disclosure Requirements

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On June 26, 2025, the U.S. Securities and Exchange Commission (“SEC”) hosted a roundtable on executive compensation disclosure requirements. As noted in prior Insights, the SEC convened the roundtable to evaluate the...more

Troutman Pepper Locke

SEC Conducts Roundtable on Executive Compensation Disclosure Practices

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As previewed in our previous blog post, the Securities and Exchange Commission (SEC) hosted a roundtable on executive compensation disclosure on June 26, with panelists considering whether and to what extent the current...more

Morrison & Foerster LLP

DOJ Issues First-Ever Declination Under Corporate Disclosure M&A Policy

On June 16, 2025, the Department of Justice (DOJ) National Security Division (NSD) announced that it declined to charge private equity firm White Deer Management LLC (“White Deer”) and its affiliates after the company...more

Vinson & Elkins LLP

Delaware Supreme Court Sets High Bar for Counterparty Aiding and Abetting Liability in M&A Deals

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The Delaware Supreme Court’s June 17, 2025 decision in In re Columbia Pipeline Group Merger Litigation reversed a $199 million damages award against TC Energy for aiding and abetting breaches by fiduciaries of Columbia...more

Cooley LLP

Most CEOs Want to Remove At Least One Director

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As noted in this Reuters article, a recent PwC and The Conference Board survey found that...more

KPMG Board Leadership Center (BLC)

Midyear observations on the 2025 board agenda

Disruption, volatility, and uncertainty aren’t new operating conditions by any means. But the assumptions that have long driven corporate thinking—the role of government, geopolitical norms, and consistency in US policies as...more

BakerHostetler

[Podcast] Rev Up! Ready or Not, Here AI Comes!

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Ashley’s guest today is Theresa Weisenberger, a partner at BakerHostetler and co-leader of BakerHostetler’s Artificial Intelligence practice. Theresa also co-leads BakerHostetler’s IP & Technology Transactions and...more

Ius Laboris

Responsibilities and Challenges for CEOs: Insights from Peru

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CEOs are the leaders of organisations. They occupy the highest positions in companies. But what are they exposed to beyond meeting the challenges of their business? Jorge Toyama Miyagusuku from our Peruvian firm, Vinatea &...more

Allen Barron, Inc.

What Companies Should Consider Fractional Executive Services?

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What companies should consider fractional executive services? Can a CEO, CFO, COO, CTO, or other C-level executive be hired part-time to leverage their extensive experience and knowledge?...more

Society of Corporate Compliance and Ethics...

The CCO departure bonus: A revolutionary tool for ethical corporate governance

Sarah Chen, the newly appointed chief compliance officer (CCO) at Granite Oil Corp, sat across from the board of directors, her heart racing. The company was on the brink of closing a lucrative deal in an emerging market, but...more

Cooley LLP

Cooley’s 2024 Activism Year in Review: Activists Ascendent

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2024 was a prolific year for activists, with 243 campaigns launched globally – the highest number since 2018. US activity was up modestly, and a busy year in Asia offset a quieter year in Europe. With the 2025 proxy season in...more

Cooley LLP

How should the board consider security concerns for executives?

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After the alarming murder of an insurance company CEO last week, questions about protection and security for CEOs and other executives are suddenly high on the agenda for boards of directors. A big concern: will there be...more

Cooley LLP

CEO succession: Is it a good idea to appoint a board member to be CEO?

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In this article from the Harvard Business Review, the authors, from global leadership advisory firm ghSMART, discuss the growing number of instances in which companies appoint CEOs from the board. According to the article,...more

Baker Botts L.L.P.

Director Independence: Beware of Who Your Friends Are

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The Securities and Exchange Commission (the “SEC”) recently settled charges against James R. Craigie, a former CEO, Chairman and board member of Church & Dwight Co. Inc. (the “Company”), for violating proxy disclosure rules...more

KPMG Board Leadership Center (BLC)

Directors Quarterly: October 2024

This edition includes a financial reporting and auditing update for audit committees, highlights from the KPMG 2024 US CEO Outlook, view on the post-election geoeconomic forecast, CEO succession planning, and the latest in...more

Bass, Berry & Sims PLC

SEC Charges Former Public Company Director and CEO with Concealing Close Friendship with Company Executive

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As most public companies enter their fourth fiscal quarter and look ahead to filing their Form 10-Ks and proxy statements, a recent settlement agreement announced by the Securities and Exchange Commission (the SEC) serves as...more

A&O Shearman

SEC Charges Company With Reg FD Violations For Disclosing Information Via Posts On CEO’s Social Media Accounts

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On September 26, 2024, the Securities and Exchange Commission (“SEC” or “the Commission”) charged a sports-betting company (the “Company”) with violating Regulation Fair Disclosure (“Reg FD”) by disclosing material, nonpublic...more

Dentons

Ep. 33 – Three Mistakes CEOs Should Avoid

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It’s extremely hard to change an organization’s culture, but no one is in a better position to influence an organization’s culture than its Chief Executive Officer. Compliance starts at the top, and it’s important CEOs are...more

Jenner & Block

Client Alert: Key Takeaways from SEC Fraud Charges Against the CEO, CFO, and Audit Committee Chair of Kubient

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Earlier this month, the SEC brought accounting fraud charges in the U.S. District Court for the Southern District of New York against the CEO, CFO, and Audit Committee Chair of Kubient, a company that purported to use AI...more

Fenwick & West LLP

CEO Ousters Hit Record Numbers

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According to research firm Exechange, 74 chief executive officers have been fired or forced out this year, which is the highest number since 2017....more

Thomas Fox - Compliance Evangelist

Tone at the Top Week: Part 4 – CCOs Using Team Meetings to Further Compliance

We continue our blog post series on how CEOs and top senior executives can demonstrate the ubiquitous Tone at the Top. Setting the tone of doing business ethically and in compliance is one of the most critical...more

Thomas Fox - Compliance Evangelist

Tone at the Top Week: Part 3-Email as a Strategic Compliance Tool

We continue our exploration of how CEOs and senior executives are uniquely positioned to drive home the importance of ethical behavior and adherence to compliance regulations. Today, we consider the humble email and how it...more

Rivkin Radler LLP

Zombie Companies’ Growth and Expansion: Should This Be a Surprise?

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On June 7, 2024, Bernard Condon, an Associated Press reporter, authored the article, “Zombies: Ranks of world’s most debt-hobbled companies are soaring, and not all will survive.” Condon’s article details zombie companies...more

KPMG Board Leadership Center (BLC)

An asset owner view on shareholder engagement

Q&A with Yumi Narita, NYC Office of the Comptroller - In late May, Yumi Narita, Executive Director of Corporate Governance at the New York City Office of the Comptroller, spoke with Stephen Brown, Senior Advisor, KPMG Board...more

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