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The Federal Trade Commission (“FTC”) has revised the thresholds that govern pre-merger notification requirements under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”), and Section 8 of the Clayton Act governing “interlocking directorates.”

On Friday, January 10, 2025, the Chamber of Commerce, Business Roundtable, American Investment Council, and Longview Chamber of Commerce filed a complaint in the Eastern District of Texas against the Federal Trade Commission (“FTC”) and its Chair Lina Khan to block the enforcement of the FTC’s new rule expanding the scope of the Hart-Scott-Rodino Act Premerger Notification Form (the “new HSR Rule”) set to take effect on February 10, 2025.

When President-Elect Donald J. Trump takes office on January 20, 2025, the U.S. Department of Justice (“DOJ” or the “Department”) is certain to be at the center of the action and conversation in Washington, D.C.—just as it was on January 20, 2017.

On November 19, 2024, Vinson & Elkins LLP hosted an event on how the regulatory landscape may develop during the incoming Trump administration.

After much anticipation, on March 6, 2024, the Securities and Exchange Commission (“SEC” or the “Commission”) released its Final Rule—The Enhancement and Standardization of Climate-Related Disclosures for Investors—mandating climate-related disclosures by public companies.

Following a nearly two-year wait, the Securities and Exchange Commission (“SEC” or “Commission”) released its Final Rule—The Enhancement and Standardization of Climate-Related Disclosures for Investors—on March 6, 2024.

ExxonMobil (“Exxon”) filed a complaint in the U.S. District Court for the Northern District of Texas on Sunday, January 21, 2024, seeking a declaratory judgment to exclude a shareholder proposal from its proxy statement pursuant to Rule 14a-8 of the Securities Exchange Act of 1934 (“Rule 14a-8”) and not present the proposal for a vote at its 2024 annual shareholder meeting.

On January 30, 2024, the U.S. Chamber of Commerce and five co-plaintiffs representing a coalition of business groups filed a lawsuit against the state of California seeking to block the state’s new landmark climate disclosure laws.

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.

Even as supply chains face increased pressure due to COVID-19, the invasion of Ukraine by Russia, sanctions imposed upon Russia, and extreme weather, businesses continue to implement and develop Supplier Codes of Conduct in order to make their supply chains more ESG-compliant.