News & Analysis as of

Employee Retirement Income Security Act (ERISA) Shareholders

Cadwalader, Wickersham & Taft LLP

Cadwalader Climate - September 2024 #2

In this week’s edition, we discuss a drop in support for ESG shareholder proposals at one of the world’s largest asset managers; a decision by a U.S. federal court to strike down an anti-ESG investing rule in Missouri; and...more

Proskauer - Employee Benefits & Executive...

A Pop Culture Guide to the Final Amendments to the QPAM Exemption Taking Effect on June 17, 2024

The DOL recently finalized amendments to the QPAM exemption that will considerably alter the exemption’s conditions effective as of June 17, 2024 (for a detailed summary of the changes, please see our post here). There are a...more

Seward & Kissel LLP

DOL Finalizes Amendments to the QPAM Exemption – All QPAMs Must Take Action

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On April 3, 2024, the U.S. Department of Labor (DOL) published significant modifications to Prohibited Transaction Class Exemption 84-14 (the QPAM Exemption). The amendment becomes effective on June 17, 2024; however, certain...more

Alston & Bird

Class Action & MDL Roundup 2023 Q4 - Not All Cases Survive and Advance

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Welcome to the Class Action & MDL Roundup, our quarterly review of decisions and settlements in the class action arena. In this edition, student-athletes win an NIL round, Canadians in California isn’t personal...more

Mintz

A Mintz ESG Primer: The Current State of Environmental, Social, and Governance Matters in American Corporations

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The Mintz Environmental, Social, and Governance (ESG) Working Group developed this ESG primer to provide an overview of the current state of affairs in the United States with respect to the ESG issues that businesses...more

Blank Rome LLP

Regulatory Update and Recent SEC Actions - January 2023

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REGULATORY UPDATES - Recent SEC Leadership Changes - The Securities and Exchange Commission (the “SEC”) announced that Megan Barbero, currently SEC Principal Deputy General Counsel, will be appointed General Counsel,...more

Miller Canfield

ERISA and ESG: Less Confusion?

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​​​​​​​Last year the Department of Labor (“DOL”) proposed changes to ERISA regulations that govern the consideration of environmental, social, and governance (“ESG”) factors in retirement plans, as well as fiduciary...more

Dechert LLP

Something to Get ESGcited About?

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The U.S. Department of Labor (the “DOL”) on December 1, 2022, released a new final regulation (the “Final Regulation”) generally relating to certain aspects of the prudence and loyalty duties under the fiduciary rules of the...more

Fisher Phillips

An Employer’s 7-Step RIF and Layoff Blueprint for 2023

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An unfortunate result of the current state of economic uncertainty is that many employers have begun to consider reductions-in-force or other layoffs. However, you need to ensure you carry out any RIFs or layoffs correctly if...more

Proskauer - Employee Benefits & Executive...

DOL’s Final ESG Rules Reflect Warmer Attitude Toward ESG, But Maintain Bedrock Principle that Risk and Return Cannot Be Sacrificed

On November 22, 2022, the U.S. Department of Labor’s Employee Benefits Security Administration (the “DOL”) released final regulations (the “Final Rules”) that are intended to be more supportive of ERISA fiduciaries...more

Mintz

Department of Labor Enables Consideration of ESG Factors in ERISA Investments

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Yesterday, the Department of Labor "released a final rule under the Employee Retirement Income Security Act (ERISA) . . . [that] clarif[ied] that fiduciaries may consider climate change and other environmental, social, and...more

Goodwin

ERISA Litigation Update - October 2022

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Key Takeaway: The Sixth Circuit largely affirmed the grant of a motion to dismiss, but reversed the district court’s dismissal of the plaintiffs’ claim that the defendants had failed to select the lowest-cost share class of...more

Groom Law Group, Chartered

Division of Fiduciary Duties Proves Key to Success in Stock Drop Lawsuit

On August 1, 2022, the United States Court of Appeals for the Seventh Circuit affirmed the lower court’s dismissal of a “stock drop” lawsuit against Boeing. The Seventh Circuit based its conclusion on the fact that an...more

Morgan Lewis - ML Benefits

Seller Beware! Selling Shareholders May Be Held Liable if ESOP Overpays Them for Shares

In Pizzella v. Vinoskey, 2019 U.S. Dist. LEXIS 129579, the US Department of Labor (DOL) brought a case against an independent transactional ESOP trustee (the trustee), but also named the seller of stock to an employee stock...more

Lowenstein Sandler LLP

Risk of Personal Liability Despite Incorporation

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One of the fundamental principles of corporate law is that the owners, directors and officers of a corporate entity generally are not personally responsible for the entity’s debts. Without this insulation from personal...more

Foley Hoag LLP

DOL Issues Final Rule on Proxy Voting by ERISA Plans

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The U.S. Department of Labor (the “DOL”) recently issued a final rule (the “Final Rule”) under the Employee Retirement Income Security Act of 1974 (“ERISA”) to clarify plan fiduciaries’ duties with respect to proxy voting and...more

McDermott Will & Emery

DOL Proposed Regulations on Proxy Voting

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The Department of Labor (DOL) issued a proposed rule with 30-day comment period to address the application of fiduciaries’ duties with respect to proxy voting and exercises of other shareholder rights. The proposal requires...more

K&L Gates LLP

DOL Proposes New Rule on Proxy Voting Duties – Potential Implications for Investment Managers and Other ERISA Fiduciaries

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On 4 September 2020, the U.S. Department of Labor (DOL) published a new proposed rule on “Fiduciary Duties Regarding Proxy Voting and Shareholder Rights” (the Proposal)....more

Holland & Knight LLP

Court Pares Down Claims by ESOP Participants Against Company Directors, Selling Shareholders

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The U.S. District Court for the Northern District of California entered summary judgment on July 6, 2020, in favor of defendants who sold stock to an employee stock ownership plan (ESOP) and faced liability under the Employee...more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2020 Insights

Despite political and economic uncertainties, markets and deal activity were resilient in 2019, and strong fundamentals remain in place heading into 2020. Companies continue to face a challenging litigation and enforcement...more

Allen Matkins

Court Finds Nevada Corporate Law To Be No Bar To Alter Ego Claim

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The gist of an alter ego claim is that that there is no separation between the corporation and its owners. As a result the distinct personality of the corporation may be disregarded and the shareholders held to account for...more

Patterson Belknap Webb & Tyler LLP

Latest Department of Labor Guidance on Economically Targeted Investments and Shareholder Engagement: Requires Plan Fiduciaries to...

In late April, the Department of Labor (“DOL”) released FAB 2018-01 addressing and clarifying previous guidance concerning economically targeted investments (“ETIs”), shareholder engagement and proxy voting. The general...more

Kilpatrick

Department of Labor Warns about Socially Responsible Investing and Shareholder Activism

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On April 23, 2018, the Department of Labor (DOL) issued Field Assistance Bulletin 2018-01 (FAB 2018-1) warning its national and regional offices that fiduciaries who invest plan assets based on public policy factors or who...more

Cooley LLP

Alert: DOL Issues Guidance on Shareholder Engagement and Pension Fund Investments

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On December 28, the US Department of Labor ("DOL") issued Interpretive Bulletin 2016-01 (published in the Federal Register on December 29, 2016), setting forth its views concerning the legal standards under Sections 402, 403,...more

Morgan Lewis

New Guidance Restores 1994 ERISA Proxy Voting Interpretation

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The DOL bulletin also clarifies the ability to consider ESG factors in proxy voting and shareholder engagement. On December 29, 2016, the Department of Labor (DOL) issued Interpretive Bulletin 2016-1 (IB 2016-1),...more

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