Under corporate law, boards of directors have long had the right to rely on reports and other information supplied by management. This “right of reliance” derives from the board’s power to delegate day-to-day operational responsibility to management. However, it is
Columbia Law School Blogs
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Sullivan & Cromwell Discusses FDIC Proposal to Reform Bank Merger Review
On September 17, 2026, the Federal Deposit Insurance Corporation issued a notice of proposed rulemaking (the “Proposal”)[1] to modernize and reform its framework for reviewing transactions under the Bank Merger Act (the “BMA”).[2] The Proposal is intended to
Cryptoexchanges Have a Governance Gap
For more than a century, exchanges have governed markets as much as they have operated them. While creating liquidity, they have also functioned as private lawmakers within a public regulatory framework by establishing listing standards and disclosure obligations, monitoring issuers,
Cleary Discusses SEC’s Fair Value Measurement, Disclosure Factors for Private Assets
On September 28, 2026, the U.S. Securities and Exchange Commission’s (the SEC) Office of Chief Accountant Kurt Hohl and Division of Investment Management Director Brian Daly (collectively, the Staff), issued a joint statement on fair value measurement and disclosure considerations
Parties to the London Convention and Protocol Debate Marine Carbon Dioxide Removal Governance
The parties to the 1972 Convention on the Prevention of Marine Pollution by Dumping of Wastes and Other Matter (London Convention) and the 1996 Protocol to that Convention (London Protocol) are meeting this week. High on
Greenwashing as Aspirational Signaling
Greenwashing is usually treated as a problem of corporate deception. Firms make environmental claims that exaggerate, selectively disclose, or obscure their actual sustainability performance. Greenwashing leaves investors, consumers, employees, and regulators with an overly favorable impression, thereby stifling true progress.
Cahill Discusses SEC’s “Innovation Exemption” for Tokenized Stock Trading
On September 17, 2026, the Securities and Exchange Commission (the “Commission” or the “SEC”) issued two conditional exemptions to facilitate permissioned trading of tokenized national market system (“NMS”) stocks.[1] Collectively known as the “Innovation Exemption,” the relief exempts qualifying
What Does Securities Deregulation Mean for Climate Risk?
The Securities and Exchange Commission’s (SEC’s) proposal to rescind its 2024 climate-disclosure rule marked a significant reversal of efforts to surface and standardize information about climate-related financial risk. But underlying that high-profile rollback is a broader trend toward securities deregulation
Shadow SEC Statement No. 15: Regulation Crypto
On September 15, the Clarity Act failed to secure a cloture vote in the U.S. Senate, with four Republicans and all 47 Democrats voting against considering the bill at this time. The Act may come back to life again next
SEC Issues Statement on Fair Value Measurement and Disclosure Considerations for Private Assets
Investment in private assets continues to grow, including for an increasing number of registrants that are required to subsequently measure these investments at fair value, such as registered closed-end funds, interval funds, tender offer funds, business development companies and private