Guest post by The Society for Corporate Governance
Geopolitical events can quickly disrupt operations, supply chains, and market access, posing significant risks to business continuity and growth. By actively monitoring and understanding these risks, boards can help guide management in developing robust risk mitigation strategies, adapting to regulatory changes, and seizing opportunities that arise from
Board Considerations
Executive Order Targets Proxy Advisors and Related DEI & ESG Policies
On December 11, 2025, the President signed an Executive Order titled “Protecting American Investors from Foreign-Owned and Politically-Motivated Proxy Advisors” (the “EO”). The EO focuses on the influence of proxy advisory firms, specifically Institutional Shareholder Services (“ISS”) and Glass, Lewis & Co. (“Glass Lewis”). According to the EO, ISS and Glass Lewis control over 90%…
The Impact and Influence of Proxy Advisory Firms
Guest post by The Society for Corporate Governance
For decades, corporate boards have wrestled with the role of proxy advisory firms—trying to understand their recommendations, spending more time on shareholder engagement, and, from time to time, questioning the focus of advisory firms on particular issues. This article, published in Directors & Boards, analyzes the role…
The Character of the Corporation 2025
Conference | November 18, 2025
Learn more here
Mayer Brown is pleased to sponsor The Character of the Corporation 2025. This forum brings together public company board members, institutional shareholders, proxy advisors, judicial and governmental representatives and corporate governance thought leaders to discuss effective governance, geopolitical conflict and crisis management.
If you are interested in…
LCDA BoardReady Institute
Led by distinguished corporate directors and governance experts, the Latino Corporate Directors Education Foundation’s BoardReady Institute (BRI) provides programming tailored to prepare and position aspiring directors the boardroom.
On July 17, 2025, Mayer Brown partner, Jennifer Zepralka will speak on the panel “Corporate Governance 101: The Board Fundamental.”
To register and learn more, visit the
Delaware Law Alert: Books and Records Inspection Under the Amended §220
Delaware has overhauled its framework for stockholder books and records inspection rights. Amendments to Delaware General Corporation Law (DGCL) §220, enacted on March 25, 2025, seek to address the concern that inspection rights had become overly burdensome for corporations. Amended §220 generally narrows the scope of records available for inspection to a limited set of…
MB Sounding Board: 2025 Outlook for Boards

In this episode, Robyn Bew, EY Americas Center for Board Matters Director, shares insights from the EY Americas Board Priorities 2025 report. Robyn discusses how corporate boards’ priorities have evolved year-over-year, including oversight of management’s response to volatile economic conditions and capital allocation strategies. Our guest also talks about directors’ increased focus on innovation…
MB Sounding Board: Lessons from the Film “OnBoard”

Shannon Nash, a chief financial officer, public company board director, investor, qualified financial expert, attorney and CPA with over 25 years of experience, is also a documentary film director. Shannon produced the documentary OnBoard, which is the story of the first African American woman to serve on a public company board. In this MB Sounding…
MB Sounding Board: Franchise Leader, Delaware

In this episode (approx. 10 minutes), Professor Anat Alon-Beck of Case-Western Reserve University School of Law (follow her work on SSRN) talks to us about her scholarship. In particular, Prof. Alon-Beck discusses some of the findings regarding competition among states to attract businesses—including Texas and Nevada. Prof. Alon-Beck also discusses incorporation trends for growth…
Delaware Governor Signs SB 21 Into Law
Delaware Governor Matt Meyer signed Senate Bill 21 (“SB 21”) into law Tuesday night, pushing forward a measure that has drawn strong criticism from shareholder and consumer advocacy groups.
The bill made its way to the governor’s desk after a debate in the House, where it passed with a 32 to 7 vote and two members…
