Earlier this month, the Governor of Colorado signed the Uniform Antitrust Pre-Merger Notification Act (“the Colorado Act”) into law, making Colorado the second U.S. state to enact a broad antitrust pre-merger notification requirement following Washington State in April.
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What China’s Experiment in Stakeholder Governance Can Teach Us
Growing concerns about the externalities that companies may impose on stakeholders have placed the mainstream shareholder primacy model under intense scrutiny. Stakeholderism, or stakeholder model, is an alternative approach that requires companies to consider interests beyond those of shareholders, is
The Placebo Effect of Insider Dealing Regulation
In a recent article, we explore the curious case of how regulators in the EU, UK, and United States treat two forms of insider trading — what we call “traditional insider trading” and “shadow trading.” The former, familiar to
Davis Polk Discusses UK’s New Consumer Protection Regime
On 6 April 2025, the consumer protection provisions of the Digital Markets, Competition and Consumers Act 2024 (DMCC Act) came into force. The UK Competition and Markets Authority (CMA) can now directly pursue enforcement action without going through the courts
How Non-GAAP Revenue Guidance Is Shaping Analysts’ and Investors’ Perceptions
In recent years, public firms in the U.S. have increasingly issued revenue guidance that is not based on Generally Accepted Accounting Principles (GAAP). Instead, they have focused on customized, non-GAAP metrics such as “organic revenue” or “constant-currency revenue.” Non-GAAP revenue
A&O Shearman Discusses SEC Position on the Securities Status of Protocol Staking Activities
On May 29, 2025, the staff of the SEC’s Division of Corporation Finance (the “Staff”) issued a statement concluding that certain proof-of-stake blockchain “staking” activities do not involve the offer or sale of “securities” within the meaning of the Securities
Yet Another Potential Economic Shock to Emerging Economies
Tariffs have been front-page news for the last few months, virtually since the moment that the Trump Administration came into office. Along with this news has come considerable commentary on the impact the tariffs may have on the U.S. and
A Concrete Standard of Judicial Review for Corporate Deferred Prosecution Agreements
Earlier this year, Judge Reed O’Connor made headlines when he rejected a plea agreement between the Department of Justice (“DOJ”) and Boeing. O’Connor rejected the agreement because it required the DOJ to consider its DEI policies in selecting a corporate
Wachtell Lipton Discusses the New Administration and Antitrust Merger Remedies
The Federal Trade Commission and the DOJ’s Antitrust Division recently announced two settlement agreements, signaling that this Administration is willing to resolve merger competition concerns — in appropriate cases — through negotiated divestiture remedies. These actions herald a return to
Supreme Court’s Recent Interpretation of Wire Fraud Confirms Confidential Government Information Is Property
For nearly 40 years, regardless of whether confidential information belonged to a governmental entity or a private-sector business, its misappropriation could be prosecuted as a property crime. Lower federal courts relied on Carpenter v. United States,[1] a well-known Supreme