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New Legislation Constitutional Challenges Corporate Governance

Fenwick & West LLP

Two Suits Challenge Application of New Texas Governance Laws

Fenwick & West LLP on

Texas has enacted significant legislation in the past few months designed to attract more corporations to its state and challenge Delaware’s dominance as the preferred state for incorporation. We are now seeing the first...more

Vinson & Elkins LLP

Texas Hold ‘Em: New Law Requires Proxy Advisors to Show Their Cards if “Nonpecuniary” Factors Guide Voting Recommendations -...

Vinson & Elkins LLP on

On June 20, 2025, Texas Governor Greg Abbott signed Senate Bill 2337 (“SB 2337”), a novel regulation that will require significant disclosure obligations for proxy advisors, such as ISS and Glass Lewis, for their voting...more

Fenwick & West LLP

Delaware Supreme Court to Consider Constitutionality of SB 21

Fenwick & West LLP on

The Delaware Supreme Court has agreed to accept questions certified to the court relating to the constitutionality of Senate Bill 21 (SB 21), which was signed into law back in March 2025. ...more

Fenwick & West LLP

Texas Adopts Law Permitting Limits on Shareholder Proposals

Fenwick & West LLP on

On May 19, 2025, Texas Gov. Greg Abbott signed Senate Bill No. 1057 (SB 1057) into law....more

Cooley LLP

Will an opt-in mechanism resolve the melee over Delaware’s controversial SB 21?

Cooley LLP on

As widely reported, the Delaware legislature has responded to increasing chatter and speculation about the intentions of some companies—as well as action in some cases—to change their states of incorporation from Delaware to...more

Allen Matkins

Nevada Bill Would Bestow Personal Jurisdiction On Business Entities Who Simply Register

Allen Matkins on

Earlier this month, Nevada Assemblymember Erica Roth introduced a bill, A.B. 158, to authorize Nevada courts to exercise general personal jurisdiction over entities on the sole basis that the entity...more

Weintraub Tobin

Lawsuit Filed by CA Chamber of Commerce: Challenging Senate Bill 399

Weintraub Tobin on

This is a follow-up to our recent blog post regarding Senate Bill 399 (“SB 399”) and its prohibition on an employer’s right to take adverse action against an employee who refuses to attend meetings related to “political...more

CDF Labor Law LLP

Los Angeles County Trial Court Strikes Down Another California Board Diversity Law

CDF Labor Law LLP on

Last month, on May 13, Los Angeles County Superior Court Judge Maureen Duffy-Lewis ruled that SB 826, which requires publicly held California corporations with a principal executive office in California to follow gender...more

Nelson Mullins Riley & Scarborough LLP

UPDATE: California Court Says Second State Board Diversity Law Is Unconstitutional

California courts have now struck down the second of the state’s two board diversity laws as unconstitutional.  The recent decision affects California's gender diversity requirement for certain boards of directors.  In April,...more

Mayer Brown Free Writings + Perspectives

California Board Diversity Laws Struck Down by Court

In a little over a month’s time, the Superior Court of California (the “Superior Court”) struck down both AB 979 and SB 826, California’s two board diversity statutes. SB 826 required that a public company whose principal...more

Littler

Corporate Board Diversity: Next Steps for Employers After Court Strikes Down California Board Diversity Law

Littler on

On April 1, 2022, a Los Angeles County Superior Court ruled that California Assembly Bill 979—a bill designed to increase diversity and improve the persistently low number of underrepresented groups on corporate...more

Nelson Mullins Riley & Scarborough LLP

California Court Rules State Board Diversity Requirement Unconstitutional — Where Do We Go From Here?

Earlier this month, a Los Angeles County Superior Court order put the brakes on one of California’s much contested board diversity requirements, a decision certain to reverberate among the business community and efforts to...more

CDF Labor Law LLP

Judge Holds CA BOD Diversity Law Violates Equal Protection Laws

CDF Labor Law LLP on

On April 1, 2022, a Los Angeles County judge ruled that AB 979, which requires publicly held corporations with a principal executive office in California to have at least one member of the Board of Directors from an...more

Proskauer - California Employment Law

Court Declares California Law Requiring Diverse Corporate Boards Unconstitutional

As discussed in our previous blog, on April 1, 2022, Los Angeles Superior Court Judge, Terry Green, granted summary judgment in favor of individuals represented by D.C.-based nonprofit Judicial Watch, declaring Assembly Bill...more

Cadwalader, Wickersham & Taft LLP

California’s Board Diversity Law Tossed by Judge; Other Board Diversity Efforts Continue

On April 1, 2022, Judge Terry Green of the Los Angeles Superior Court struck down California’s AB 979, which required publicly held companies based in California to have at least one board director from an “underrepresented...more

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