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Corporate boards are no stranger to near-term pressures, but these days the pressures are piling as high as they ever have. Geopolitical tensions and supply-chain disruptions; climate change and technological revolutions; tariff uncertainty, cyberthreats, regulatory upheaval, and more. Each creates risks for companies across industries and market capitalizations. And in keeping with directors’ fiduciary duties, they all demand board time, energy, and focus.

On July 24, 2025, the two largest U.S. proxy advisory firms—Glass, Lewis & Co. (“Glass Lewis”) and Institutional Shareholder Services Inc. (“ISS”)—each separately filed suit against Texas Attorney General Ken Paxton in the U.S. District Court for the Western District of Texas challenging recently enacted Texas Senate Bill 2337 (“S.B. 2337”).

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.

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”).

Welcome to Vinson & Elkins’ Securities and ESG Updates.

Stockholder litigation is on the rise both in volume and notoriety.

In this program, we focused on SEC developments affecting, and practical aspects of preparing for, public companies’ annual meetings and annual reports.

Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter.

Welcome to Vinson & Elkins’ Securities and ESG Updates.

In the aftermath of the recent U.S. Supreme Court decision striking down the race-conscious admissions systems of two universities in a six-to-three decision (the “SFFA Decision”), commentators are asking about the impact of the ruling on corporate employment decisions; diversity, equity and inclusion (DEI) programs; and environmental, social and governance (ESG) efforts.