Many stockholders or classes of stockholders hold rights to appoint individuals to serve as directors on corporate boards. Recent Delaware Chancery Court opinions highlight the risk of liability for designated directors and the stockholders who appoint them. This Legal Update provides guidance on how such directors and stockholders can navigate these risks, particularly in light
Getting on Board Training Program: Risk Oversight in the Modern Boardroom: A Director’s Perspective on Governance, Judgment, and Corporate Responsibility
Webinar: June 23, 2026 | 8:30 a.m. – 9:30 a.m. ET
Register here.
Corporate boards today face expanding expectations and intensifying scrutiny. Directors are expected to oversee not only traditional financial and operational risks, but also cybersecurity, AI, geopolitics, regulatory complexity, reputational exposure, workforce issues, activist pressures, and rapidly changing disclosure requirements.
Board Practices Quarterly: Crisis Management and the Board
Guest post by The Society for Corporate Governance
Crisis management is a vital organizational function, enabling resilience and mitigation against potential adverse implications associated with disruptive events such as financial instability, cyberthreats, operational breakdowns, and reputational harm— any of which may jeopardize ongoing operations and an organization’s long-term viability. The board of directors plays a
The Corporation in the 21st Century: A Different Perspective on Shareholder Value
Webinar | April 16, 2026
12:00 p.m. – 1:00 p.m. ET
Register here.
As part of our Getting on Board series, join us for a book talk with Sir John Kay on the current state of corporations, how things have changed and what the future holds.
Getting on Board Training Program: How Boards Manage and Meet Rising Responsibilities
Hybrid Seminar: March 25, 2026 | 8:30 a.m. – 9:30 a.m. ET
Mayer Brown New York Office | Zoom
Register here.
Corporate boards are busier than ever, and governance arrangements continue to adapt to meet expanding expectations. After a brisk review of the duties and protections applicable to directors, Lawrence Cunningham (Presiding Director, Weinberg
Board Practices Quarterly: Board Oversight of Geopolitical Risk
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
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