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The Delaware Supreme Court’s June 17, 2025 decision in In re Columbia Pipeline Group Merger Litigation reversed a $199 million damages award against TC Energy for aiding and abetting breaches by fiduciaries of Columbia Pipeline Group relating to TC Energy’s acquisition of Columbia Pipeline.

As we previously noted last month, the SEC is hosting a roundtable on the executive compensation disclosure requirements on June 26, 2025.

Partner Francisco Morales Barrón is scheduled to participate in a panel discussion on the New Technologies: Impact & Underlying Risks at WCD’s LATAM Regional Institute.

The U.S. Securities and Exchange Commission (“SEC”) recently issued a press release announcing that it will host a public roundtable on June 26, 2025, to discuss executive compensation disclosure requirements.

On May 14, 2025, Texas Governor Greg Abbott signed into law Senate Bill 29 (“SB 29”), which significantly reforms the Texas Business Organizations Code (“TBOC”).[1] With these reforms, Texas aims to create a legal environment that promotes predictability in corporate governance disputes.[2] The new legislation reshapes corporate governance and the litigation landscape for companies operating in or incorporated under Texas law. The bill took immediate effect upon signing following its passage by supermajority vote in both legislative chambers, so litigators should take note of several key changes to the law.

On May 14, 2025, Texas Governor Abbott signed Senate Bill 29 (“S.B. 29”) into law, significantly reforming the Texas Business Organizations Code (“TBOC”) to promote Texas as a preferred state of incorporation for both public and private companies.

Zachary Swartz outlines how in-house legal teams can proactively guide their companies through today’s heightened economic, geopolitical, and regulatory volatility, offering practical strategies to manage risk, maintain stability, and ensure clear communication amid uncertainty.

In the latest instance of a private equity seller vindicating contractual rights in the Delaware Court of Chancery, on April 30, Vice Chancellor Lori W. Will rejected attempts by minority LLC members in urgent care provider CityMD to avoid the clear terms of their LLC agreement by urging the court to impose fiduciary duty-type obligations on the majority owner and seller, Warburg Pincus, LLC and funds it controls (“WP Investors”).

On May 1, 2025, the federal government brought separate suits against both New York and Vermont alleging that these state’s “climate Superfund” statutes are unconstitutional on multiple grounds.

Delaware amended the Delaware General Corporation Law (the “DGCL”) to create safe harbors for transactions involving directors, officers and controlling stockholders and to limit both the documents subject to and the purposes of books and records requests.

In a move that perhaps comes as no surprise, on March 27, 2025, the Securities and Exchange Commission (“SEC” or “the Commission”) issued Press Release 2025-58 announcing it had voted to end its defense of its climate-related disclosures rules (The Enhancement and Standardization of Climate-Related Disclosures for Investors).