On the latest episode of the Governance Matters podcast, senior reporter Natalie Bannerman runs down the latest stories from across the GRC space. Top of the list is the SEC’s director for the Division of Enforcement setting a ‘back to basics’ approach to enforcement policy.

We also discuss SEC chairman Paul Atkins sharing his thoughts on why ‘woke priorities’ are slowing IPOs and capital markets, plus the Delaware Supreme Court's reversal in the Moelis & Company case and the implications for stockholder agreements and board authority.

Lastly, we explore our latest deep dive on the modernization of capital markets infrastructure and why boards should be prepared for continued scrutiny of post-trade infrastructure.

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On the latest episode of the Governance Matters podcast, senior reporter Natalie Bannerman rounds up the most compelling stories from the end of 2025 well into the new year. From President Trump’s proxy advisor executive order targeting ISS and Glass Lewis to Rule 14a-8, the shareholder proposal rule and how its enforcement is changing for the 2026 proxy season.

Elsewhere, California’s AI Bill curbing lawyers’ use of AI, the sharp shift in corporate language around diversity and the review of regulation S-K by the SEC, its clear that the focus in light touch regulation continues at pace in the US.

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On the latest episode of the Governance Matters podcast, senior reporter Natalie Bannerman takes a closer look at the standout moments and major themes emerging from the 2025 awards season. In a series of conversations with prominent governance leaders, we explore how the industry is evolving and what continues to set the Corporate Governance Awards apart as a benchmark of excellence. 

Guests include: 

• Brian Breheny, partner at Skadden 
• John Kim, assistant corporate secretary and lead counsel at General Motors 
• Lori Zyskowski, partner at Gibson Dunn 
• Kevin Bohl, senior vice president, deputy general counsel and assistant corporate secretary at Ventas 
• Fernando Contreras, VP, chief compliance officer & corporate secretary at Baker Hughes 
• Jeffrey Lipschutz, senior director, associate general counsel & assistant secretary at Sallie Mae 
• Tricia Hammons, director of governance & legal services, assistant corporate secretary at Murphy Oil 
• Hope Mehlman, chief legal and corporate affairs officer at Ally 

Across these conversations, they share their perspectives on the trends shaping governance today, from shifting regulatory expectations to the increasing importance of transparency, technology and stakeholder engagement. They also reflect on what makes the awards particularly meaningful for governance professionals: the opportunity to celebrate innovation, spotlight best practices and recognize the teams driving impactful change within their organizations.  

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The team breaks down the changes poised to redefine boardrooms and investor influence next year  

On the latest episode of the Governance Matters podcast, editor Laurie Havelock is joined by senior reporter Natalie Bannerman to discuss all the latest goings on from the world of GRC. 

ISS has unveiled its 2026 benchmark policy updates, ushering in a greater focus on that transparency and accountability across all jurisdictions. At the same time, the SEC’s 2026 exam priorities spotlight data privacy and – for the first time in years –exclude cryptocurrencies, signalling a softer stance on the asset. 

Also, fresh on the heels of the Corporate Governance Forum in New York, we share some of the key taking points from inside the room and how it interplays with the changes across the space.  

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On the latest episode of the Governance Matters podcast we’re joined by Paul Sharobeem, associate general counsel and assistant secretary at Century Aluminum Company.  

He tells Natalie Bannerman about what it meant to him and his team to win the award for Best Proxy Statement (small cap) in 2024, ahead of this year’s Corporate Governance Awards ceremony in November. 

We also discuss the importance of balancing narrative with regulatory compliance in corporate reporting, the challenges Century Aluminum is facing in the current climate and some top tips for those wanting to craft an award-winning proxy for themselves. 

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This month on the Governance Matters podcast, we're proud to unveil the latest addition to our team: Natalie Bannerman, who is taking on the mantle of senior reporter.

A former telecoms and infrastructure journalist, a role she held for nearly seven year, Natalie also worked in the B2C startup space, covering lifestyle, arts and culture reporting.

She speaks to us about her current projects, what she has made of 2025's busy proxy season and what she is looking forward to covering in the world of governance, risk and compliance.

There's also more information about the nomination process for the upcoming Corporate Governance Awards, with the deadline for entries falling later this week. To submit your entry to the awards, find the entry form here.

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How much can lawyers lean on AI to help them with their jobs? Well, according to a new academic study, it may be more reliable than previously thought.

A new study from researchers at the University of Minnesota and University of Michigan law schools seems to provide the first empirical evidence that AI tools can consistently improve the quality of legal analysis across various tasks.

We speak with Daniel Schwarcz, professor at the University of Minnesota Law School, and Kari Endries, assistant secretary and managing counsel at Chevron, to find out more about the implications for governance professionals.

To read the whole paper, click here: https://papers.ssrn.com/sol3/papers.cfm?abstract_id=5162111

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Many governance experts involved in the shareholder proposal process are asking questions following the release of new SEC guidance that essentially reverses a Biden-era staff legal bulletin (SLB) on the parameters and reasoning by which companies may seek the go-ahead to exclude resolutions from their proxy statements.

Overall, the division of corporation finance’s move will likely lead to fewer ESG-related proposals making their way to a vote at AGMs, posing questions about what happens this year and how proponents will respond in the future.

Many experts are waiting to see what happens in the short term given that the guidance arrived at a time when many companies have already received a 14a-8 verdict for their 2025 AGM under the old guidance while others are awaiting a response from the SEC under the newly issued SLB. Others could still file no-action requests.

In the latest episode of our Governance Matters podcast, we hear from Beth Sasfai, partner in Cooley’s public companies group and leader of the law firm’s ESG and sustainability advisory practice. Among other things, Sasfai is an expert adviser to companies on shareholder proposals. She shares her thoughts on the potential impact of the new guidance for companies and proponents this proxy season and beyond.

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Executive compensation has been a focus for the SEC in recent years, with new rules in areas such as clawbacks and insider trading. The agency has also turned its enforcement eye to companies’ disclosures around executive perquisites, or perks.

Our guest for this month’s episode of the Governance Matters podcast is Neil McCarthy, co-founder and chief product officer of DragonGC. He says there has been a particular enforcement focus on executives’ use of aircraft. He also explains that there is a growing focus among companies on how to report – or not report – on personal security expenses for executives, a concern sparked in part by the murder last year of UnitedHealthcare CEO Brian Thompson.

To take part in Governance Intelligence's online survey about succession planning, please click here or visit https://emea.focusvision.com/survey/selfserve/21d9/240801

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When Governance Intelligence presented its 17th annual Corporate Governance Awards recently, Helle Bank Jorgensen, founder and CEO of Competent Boards, received the lifetime achievement award.

In a series of episodes of the Governance Matters podcast we have been talking to some of the Corporate Governance Awards winners about the efforts behind their success and challenges they see in the coming year. In this episode we hear from Jorgensen about her work in the field of governance and sustainable business practices, including her thoughts on anti-ESG efforts and the role of boards in terms of their companies’ ESG programs.

Governance Intelligence also talks to Nicolas Leroux, CEO of Odyssey by Kalexius. Every year brings both evolving and unique challenges to those working in entity management, and 2025 certainly looks set to be no different.

Click to listen and subscribe on Apple podcasts, Spotify and Acast.

This month’s episode is brought to you in partnership with Odyssey by Kalexius.

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