The week in GRC: Trump hit with climate suit while 7Square eyes Nürnberger deal

This week’s governance, compliance and risk-management stories from around the web

—The Environmental Defense Fund and Union of Concerned Scientists have filed a lawsuit against the Trump administration over use of a secretively convened group of climate skeptics to prepare a report in its attempt to undo the Endangerment Finding.

The two environmental groups allege are challenging the activities of the ‘Climate Working Group,’ which is a group of hand-picked climate skeptics convened months ago by Secretary of Energy Christopher Wright.

They allege that the Trump administration used the report published by the group unlawfully, called A Critical Review of Impacts of Greenhouse Gas Emissions on the U.S. Climate, to ‘pursue the destruction of climate pollution limits for the largest US emitters’.

They go to say that the report ‘uses scientific data inaccurately and fundamentally misrepresents many of the findings it cites’ and that has been widely disparaged by the scientific community.

The report has served as the basis for a reversal of US rules on greenhouse gas emissions, particularly data collection and reporting.

The lawsuit wasfiled in the Federal District Court for the District of Massachusetts, no official court date has been given.

—Activist investor 7Square, is urging German insurerNuernberger Beteiligungsto pursue rival takeover offers, saying a potential acquisition byVienna Insurance Group (VIG)doesn’t reflect the company’s full value.

As reported by Bloomberg (paywall), last week VIG confirmed that it had entered exclusive due diligence on the potential acquisition of a controlling stake in the company.

7Square has advised that Nuernberger should end discussions with VIG immediately and create a plan to explore all strategic options.

‘We have concrete knowledge of the interest of several strategic investors who would be interested in acquiring the life-insurance division or the entire Nuernberger Group as part of a transparent and fair process,’ said 7Square in a letter.

—The American Bar Association(ABA) is rolling back its diversity requirements for governing board seats and will no longer allocate five seats on its Board of Governors for women, racial minorities and other underrepresented groups.

The changes were approved by the ABA’s policymaking body, the House of Delegates, and the seats will now be available to any demographic of candidate who is committed to ‘advancing the values of diversity, equity, and inclusion’.

As reported by Reuters (paywall), the news comes as the ABA faces increasing scrutiny of its D&I policies during President Donald Trump’s second term.

Earlier this year,President Trump threatened to revokethe associations status as the federal government’s designated accreditor of law schools due to a rule that law schools demonstrate their commitment to diversity, which Trump said is illegal.

—Activist investor Engine Capital has built a 3 percent stake in life-sciences company Avantor and plans to push the life-sciences company to make major changes or sell itself.

As reported by The Wall Street Journal (paywall), in a letter to the board Engine said it believes the company should either pursue an sale or implement changes such as a new board, increased stock buybacks, cost cuts or selling parts of its business.

In response, Avantor said that it ‘regularly review the Company’s strategic priorities with an eye towards driving growth, expanding margins and creating sustained shareholder value’ adding that they are confident in their ability to accelerate the execution of its ‘value creation initiatives’ under the leadership ofincoming CEO, Emmanuel Ligner.

The company has a market value of around $7.8 bn after its shares fell nearly 50 percent so far this year.

—Earlier this week Glass Lewis recommended that shareholders in Third Point Investorsvote in favor of a proposal to buy Malibu Life Reinsurance SPC, a life annuity reinsurer.

The deal was backed by Third Point shareholders and will see the London company turn from a listed equity fund into an annuities specialist.

ISS recommended voting against the deal, saying it would alter Third Point’s investment profile without offering minority shareholders an exit option at a fair price.

As reported by Reuters (paywall), a dissenting shareholder group said the acquisition should be put to an independent vote.

‘The Group is deeply concerned by the way that today’s outcome has been reached. As these EGM results make clear, these changes have been conceived, developed, and now forced through by Third Point, the Board and VoteCo, with independent shareholders merely as passengers,’ a statement from the group said.

—The SEC has closed its case accusing Ripple Labs of selling unregistered securities, leaving a $125 mn fine for the crypto firm to pay.

According to Reuters (paywall), in December 2020 Ripple was sued and Judge Analisa Torresissue an injunction against the sale of Ripple’s XRP token to institutional investors.

Since Trump’s reelection Ripple has petitioned Torres to lift the injunction and reduce the fine to $50 mn, which was denied as neither side demonstrated ‘exceptional circumstances’ that outweighed the public interest in enforcing the injunction and $125 mn fine.

With the appeals dismissed, the injunction and fine remain in effect.

—Fintech firm, N26 is set to replace its two co-CEOs and founders by the end of the year following calls to do so by the company’s investors.

As reported by The Financial Times, investors are seeking to remove Valentin Stalf and Max Tayenthal to appoint Marcus Mosen, chair of the supervisory board, as interim co-CEO.

The news comes after financial watchdog BaFin identified fresh concerns and threatened to hit N26 with sanctions last month.

According to the bank’s annual report, BaFin uncovered ‘weaknesses in the internal control systems, processes and the overall organization’ of N26 during a special audit in Q4 of 2024.

According to a N26 spokesperson said: ‘It is false to claim that the founders are facing pressure from investors to step down.’

Regulatory & Compliance
WordPress website theme by whoisAndyWhite