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Cooley LLP

Texas’ Proxy Advisor Law Takes Effect on September 1st

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Back in June, Texas passed a law – known as “Senate Bill 2337” – that mandates certain disclosures when proxy advisors recommend casting a vote for “non-financial reasons” or provide conflicting advice to multiple clients....more

Dorsey & Whitney LLP

Minnesota to Permit Ratification and Validation of Defective Corporate Acts

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On April 30, 2025, Governor Tim Walz signed H.F. No. 747 into law. H.F. No. 747 amends several provisions of the Minnesota Business Corporation Act (Chapter 302A of the Minnesota Statutes)....more

Mayer Brown

Lei n.º 15.177/25 altera a Lei das S.A. no tocante à Divulgação de Política de Equidade

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Foi sancionada ontem, 23 de julho de 2025, a Lei n.º 15.177, que, dentre outras alterações, modifica o artigo 133 da Lei n.º 6.404/76 (Lei das S.A.) para exigir que as companhias passem a divulgar, por meio dos relatórios da...more

Fenwick & West LLP

Important State Law Developments

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Companies doing business in Texas and California should be aware of the following state law developments, which could affect them....more

Hicks Johnson

Changes in Corporate Governance Under SB 29: What In-House Counsel Should Know

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On May 14, 2025, Texas Governor Greg Abbott signed Texas Senate Bill 29 (SB 29) into law. The bill, which became effective immediately, overhauls the Texas Business Organizations Code (TBOC) to provide greater certainty in...more

Vinson & Elkins LLP

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

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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

Husch Blackwell LLP

Recent Changes to Texas Corporate Laws Could Make the State a More Attractive Choice for Entity Formation and Re-domestication of...

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The Texas legislature concluded its 89th Regular Session on June 2, 2025. During the session, the energy industry paid significant attention to legislative actions impacting the power industry in the areas of grid management,...more

Bracewell LLP

Texas Targets Proxy Advice Based on Nonfinancial Factors With SB 2337

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On June 20, 2025, Texas Governor Greg Abbott signed into law Senate Bill 2337 (SB 2337), which imposes new regulations on proxy advisory firms — such as ISS and Glass Lewis — when providing voting recommendations and other...more

Cooley LLP

Texas Legislature Passes Law to Rein in Proxy Advisors

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Recently, the Texas Legislature passed Senate Bill 2337 (SB 2337) in an effort to regulate proxy advisors – including ISS and Glass Lewis – when they provide proxy voting recommendations for those companies that are either...more

Latham & Watkins LLP

Recent Developments for UK PLCs June 2025

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On 3 June 2025, the Financial Reporting Council (FRC) published the UK Stewardship Code 2026. The new Code, effective from 1 January 2026, aims to foster long-term sustainable value creation and improve engagement quality...more

Brownstein Hyatt Farber Schreck

Nevada Enacts Corporate Legislation and Advances Dedicated Business Court

Continuing its tradition of bipartisan, thoughtful development of corporate laws and fostering an atmosphere supportive of responsible businesses, the Nevada Legislature has approved—and Gov. Joe Lombardo has signed—Assembly...more

Seyfarth Shaw LLP

Texas Adopts Business-Friendly Amendments to Its Corporate Code—A Response to Delaware?

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As states compete to become the preferred jurisdiction for incorporation, Texas has taken a bold step with significant amendments to its Texas Business Organizations Code. Following Delaware’s recent pro-management...more

Akin Gump Strauss Hauer & Feld LLP

Texas Enacts New Pro-Business Law to Expand Its Appeal as a Hub for Business Incorporations

On May 14, 2025, Gov. Greg Abbott (R-TX) signed Texas Senate Bill 29 (SB29) into law. This legislation introduces notable amendments to the Texas Business Organizations Code (TBOC) and is part of a broader strategy to...more

Bradley Arant Boult Cummings LLP

New Formation and Governance Considerations: Taking Advantage of Texas SB 29

Texas Gov. Greg Abbott signed into law Senate Bill 29 (SB 29) on May 14, 2025. SB 29 amends the Texas Business Organizations Code’s (TBOC) provisions regarding corporate governance, director and officer liability, shareholder...more

Fenwick & West LLP

Texas Adopts Law Permitting Limits on Shareholder Proposals

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

Nelson Mullins Riley & Scarborough LLP

New Texas Law Enhances Executive Protections, Streamlines Disputes, and Expands Litigation Control

On May 14, 2025, Texas Governor Greg Abbott signed Senate Bill 29 (S.B. 29) into law, aiming to attract more entities to form in and relocate to Texas. The bill amends the Texas Business Organizations Code to enhance legal...more

Fenwick & West LLP

Texas Adopts Much-Anticipated Senate Bill No. 29 and Other Pro-Business Legislation

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On May 14, 2025, Texas Gov. Greg Abbott signed the much-anticipated Senate Bill No. 29 (SB 29) into law....more

Katten Muchin Rosenman LLP

Texas Governor Signs New Business-Friendly Governance Law to Promote In-State Corporate Growth: Senate Bill 29 Analysis

On May 14, 2025, Texas Governor Greg Abbott signed Senate Bill 29 (SB 29), which had been passed by the Legislature on May 7. The Bill, effective immediately, amends various provisions of the Business Organizations Code to...more

Cooley LLP

Five Wild Things About the New Texas Shareholder Proposal Law

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As we’ve blogged about recently, Texas has taken a number of steps to bolster its reputation as a business-friendly state. The latest is a new law aimed at making it harder for shareholder proponents to get a proposal (other...more

Foley & Lardner LLP

Passage of Senate Bill 29 Positions Texas as a Leading State for Incorporations

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On May 7, 2025, the Texas Legislature passed Senate Bill No. 29, which introduces a series of corporate reforms that aim to make Texas the preferred jurisdiction for legal domestication. Because S.B. 29 received a 2/3rd...more

Paul Hastings LLP

Public Company Watch: Q1 2025

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The Q1 2025 edition of the Public Company Watch highlights critical updates and regulatory changes affecting public companies. Staying informed on these topics is crucial for effective compliance and strategic planning....more

White and Williams LLP

Delaware Passes Senate Bill 21, Altering the Balance Between Shareholders and Corporations

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On Tuesday evening, following two hours of debate and five failed amendments, bipartisan Senate Bill 21 (“SB 21”) passed the Delaware House and was quickly signed by Delaware Governor Matt Meyer. SB 21, which, in part, was a...more

Troutman Pepper Locke

California Law Highlights the Need to Prepare for Climate Disclosures

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The march toward mandated corporate disclosures for climate-related risks continues. Despite significant pushback and substantial legal challenges, state legislatures and regulators are continuing to advance laws and rules...more

Fenwick & West LLP

Carbon Accountable Offers Roadmap for Timely Implementation of California's SB 253 GHG Emissions Disclosure Law

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All eyes are on California as we patiently await the outcome of the numerous challenges to the U.S. Securities and Exchange Commission's Climate-Related Disclosure Rules. ...more

Sheppard Mullin Richter & Hampton LLP

Amendment to China’s Company Law (1): Contribution of Capital and Authorized Capital Concept

China’s Company Law was initially enacted in 1993, and was subsequently amended in 1999, 2004, 2013, 2018, and 2005. On December 29, 2023, the Standing Committee of the National People’s Congress approved a comprehensive...more

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