Today, the Securities and Exchange Commission (the “SEC”) proposed a rule and form amendments that would allow public companies to file semiannual reports to meet their interim reporting obligations under Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) , as well as related amendments to certain financial
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
Delaware Supreme Court Upholds Safe Harbor Procedures for Conflicted Transactions
In a decision with significant implications for transactions involving controlling stockholders and other conflicted fiduciaries, the Delaware Supreme Court has upheld the constitutionality of a series of amendments to Delaware General Corporation Law (DGCL) §144, enacted in 2025. See Rutledge v. Clearway Energy Group LLC, No. 248, 2025 (Del. February 27, 2026).
The holding
EDGAR Next and Exchange Delegation: A New Compliance Consideration for Listed Companies
On January 27, 2026, the New York Stock Exchange (“NYSE”) issued its annual listed company guidance, highlighting an important but often overlooked consequence of the Securities and Exchange Commission’s (“SEC”) transition to EDGAR Next: the need for listed companies to add their exchange as a “delegated entity” on the EDGAR Next platform.
Background on
Getting on Board Training Program: D&O Insurance & What Directors Need to Know
Hybrid Seminar: February 26, 2026
5:00 p.m. – 6:00 p.m. ET
Register here.
Litigation risks facing directors, officers, and corporations are inevitable and increasingly complex. What can you do to make your company and yourself more defensible from lawsuits? What protections are available through risk transfer instruments like directors & officers (D&O) insurance and
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
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: 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
The Future of Board Diversity Disclosures
The current proxy season presents new challenges and opportunities for U.S. companies as they face shifting expectations regarding board diversity. There are a number of notable developments. The Fifth Circuit Court of Appeals decision to vacate the Nasdaq diversity rules, which required Nasdaq-listed companies to disclose board diversity statistics and have a minimum number of