United States: Corporate Governance

As federal climate disclosure rules face rescission and state-level mandates remain largely stalled, California's SB 253 greenhouse gas reporting requirement stands as the sole advancing framework, creating a fragmented compliance landscape where multistate companies must navigate divergent regulatory trajectories. With the SEC's 2024 climate rules stayed and proposed for elimination, and California's Air Resources Board finalizing implementation mechanics for November 2026 reporting deadlines, the operatio

California's Air Resources Board has released comprehensive guidance for entities preparing their first greenhouse gas emissions reports under SB 253, introducing a voluntary reporting platform and clarifying expectations for the November 2026 deadline. The guidance addresses critical questions about data collection requirements, assurance standards, and enforcement discretion for companies that weren't tracking emissions as of December 2024. Understanding these reporting parameters and submission options w

Recent Delaware Chancery Court opinions reveal significant personal liability risks for designated directors and the stockholders who appoint them, particularly when directors act to benefit their appointing stockholders rather than the corporation as a whole. How can designated directors and appointing stockholders navigate these complex fiduciary duty obligations while protecting themselves from potential breaches of loyalty, aiding and abetting claims, and other legal liabilities?