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OCC Affirms Authority of National Banks to Engage in Additional Cryptocurrency-Related Activities, Including Issuing Stablecoins

By Derek M. Bush, Katherine Mooney Carroll, Graham Bannon, Michael G. Sanders & Hugh C. Conroy, Jr.

January 15, 2021

On January 4, 2020, the Office of the Comptroller of the Currency (“OCC”) published an interpretive letter (the “Letter”) clarifying that national banks and federal savings associations (“banks”) may engage in and facilitate payment activities through new technological means, including serving as a node in a distributed ledger system such as those utilized by some stablecoins, facilitating customer conversion of fiat currency to or from digital currencies, and issuing stablecoins. The Letter reasons that payment…

Cleary International Trade and Sanctions Watch

President Trump Authorizes Restrictions on Additional Chinese Applications and Calls for Potential New Export Restrictions on Personal Data; Details to Come

By Paul Marquardt, Chase D. Kaniecki & Hani Isam Bashour

January 15, 2021

In one of a series of lame-duck sanctions and export control actions rushed into place before the transition to the Biden Administration, on January 5, 2021, President Trump issued an Executive Order Addressing the Threat Posed by Applications and Other Software Developed or Controlled by Chinese Companies (the Executive Order)[1] authorizing the Commerce Department to regulate or prohibit any transaction involving a U.S. person or within the jurisdiction of the United States with persons…

Cleary M&A and Corporate Governance Watch

Fulfilling the Board’s Expanded Oversight Role in Human Capital Management

By Mary E. Alcock, Helena K. Grannis & Julian Cardona

January 15, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. Over the past few years, many boards have expanded their oversight and consideration of human capital management (HCM) to encompass issues beyond executive hiring and compensation. Before the COVID-19 pandemic, technology and the culture change brought by a new generation of workers had already commenced an irreversible shift in paradigm that established…

Cleary M&A and Corporate Governance Watch

ESG Considerations for Incentive Compensation Programs

By Mary E. Alcock

January 15, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. Stakeholder attention to environmental, social and governance (ESG) issues continued to grow throughout 2020 driven by the COVID-19 pandemic (health and safety), the Black Lives Matter movement (diversity and inclusion) and worldwide wildfires (climate change), to name a few. Prodded by investors and other stakeholders, companies have increasingly realized the importance to…

Cleary M&A and Corporate Governance Watch

The Short-Termism Debate

By Nick Grabar & Fernando A. Martinez

January 15, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. A curious feature of the past three years has been the intertwined controversies over earnings guidance, corporate “short-termism” and the quarterly disclosure system. The discussion has been illuminating, and, while further regulatory attention now seems unlikely, the perils of neglecting the long-term will likely continue to color how analysts, regulators and investors…

Cleary M&A and Corporate Governance Watch

Emphasis on Diversity Initiatives Broadens in Scope and Focuses on Impact

By Francesca L. Odell & Shuangjun Wang

January 14, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. Diversity has long been a focus for both companies and stakeholders, but 2020 in particular saw diversity come to the forefront of stakeholders’ agendas. Against the backdrop of the ongoing COVID-19 pandemic and its disparate impacts on human capital, alongside increased focus on racial equity and justice and related unrest, we have…

Cleary M&A and Corporate Governance Watch

Corporate Sustainability: Moving Faster and Faster to the Center of Strategy and Shareholder Value

By David Lopez & Calvin Ketchum

January 14, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. Corporate sustainability has in a few short years become a mainstream capital allocation and voting criterion for many institutional investors. As a consequence, those investors are calling for consistent, comparable and reliable sustainability disclosure capturing the risks and opportunities faced by the businesses in which they invest. To read the full post,…

Cleary M&A and Corporate Governance Watch

Progress Since Paris: Sustainable Policy in Europe in 2020 and Beyond

By Chris Macbeth, Géraldine Bourguignon & Caroline Petruzzi McHale

January 14, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. Following the celebration of the five-year anniversary of the Paris climate conference (COP21) in December 2020, Europe stands out as one of the leaders in developing policies that support the goals of the Paris Agreement, providing frameworks for companies and investors alike to redirect capital flows toward environmentally sustainable activities, as well…

Cleary M&A and Corporate Governance Watch

Crisis Management in Unprecedented Times

By Jennifer Kennedy Park & Nowell Bamberger

January 13, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. For companies and boards managing crises or cross-border matters, the COVID-19 pandemic has brought unprecedented challenges that in many ways fundamentally change how we think of crisis management. However, managing through COVID-19 has illustrated the importance of many of the fundamentals that underpin good crisis planning and management in any environment: preparedness,…

Cleary M&A and Corporate Governance Watch

Increased ESG Focus Shows No Signs of Slowing Down in 2021

By Helena K. Grannis & Katherine Denby

January 13, 2021

The following post was originally included as part of our recently published memorandum “Selected Issues for Boards of Directors in 2021”. The focus on environmental, social and governance (ESG) matters at public companies continues to grow despite, or perhaps in part because of, the COVID-19 pandemic. ESG continues to mean many things, including company considerations around sustainability, diversity, human capital, corporate purpose and governance. While best practices, disclosure requirements and ESG ratings are…

Cleary Gottlieb Steen & Hamilton LLP

Cleary Gottlieb Steen & Hamilton LLP Blogs

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OCC Affirms Authority of National Banks to Engage in Additional Cryptocurrency-Related Activities, Including Issuing Stablecoins

President Trump Authorizes Restrictions on Additional Chinese Applications and Calls for Potential New Export Restrictions on Personal Data; Details to Come

Fulfilling the Board’s Expanded Oversight Role in Human Capital Management

ESG Considerations for Incentive Compensation Programs

The Short-Termism Debate

Emphasis on Diversity Initiatives Broadens in Scope and Focuses on Impact

Corporate Sustainability: Moving Faster and Faster to the Center of Strategy and Shareholder Value

Progress Since Paris: Sustainable Policy in Europe in 2020 and Beyond

Crisis Management in Unprecedented Times

Increased ESG Focus Shows No Signs of Slowing Down in 2021

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