National, August 18, 2025 — Across the United States, corporate legal professionals and governance advisors are watching August unfold with a heightened sense of urgency. A series of regulatory and shareholder-driven developments are converging to place corporate governance under renewed scrutiny, signaling to boardrooms that traditional approaches to oversight and transparency may no longer be sufficient in a climate defined by shifting investor expectations, evolving incentive structures, and emerging technological risks.
Among the most significant events this month is the Institutional Shareholder Services (ISS) 2025 Global Benchmark Policy Survey, which remains open until August 22. Each year, ISS’s policy survey sets the tone for how shareholder advisory firms evaluate companies on matters of governance, executive pay, and board practices. But this year, the scope of issues under review underscores just how complex the governance landscape has become. In addition to perennial concerns such as dual-class share structures, which grant disproportionate voting rights to certain shareholders, and the risks of overboarding by non-executive directors, ISS has expanded its questions to include emerging topics such as the design of executive incentive awards and the role of boards in overseeing artificial intelligence.
Read Also: https://jurisreview.com/key-developments-in-corporate-governance-and-regulation/
The inclusion of AI in the survey is particularly telling. Over the past two years, the rapid adoption of artificial intelligence tools in business has sparked a parallel conversation about how companies should govern their use. Investors are increasingly pressing for disclosures about AI strategies, risk frameworks, and ethical safeguards, much in the same way they demanded climate-related risk disclosures a decade ago. For boards and corporate counsel, the implication is clear: governance structures must now account not only for traditional financial risks but also for the technological and reputational risks that come with the widespread use of AI.
Legal advisors are emphasizing that boards must adapt governance models that are more agile and forward-looking than ever before. The days when board oversight could rely solely on financial reporting and broad compliance functions are waning. Instead, oversight is evolving to encompass a broader spectrum of responsibilities—ranging from conflicts of interest and executive pay design to environmental, social, and technological concerns. For instance, time-based executive incentive awards are increasingly viewed by investors as misaligned with long-term performance, raising questions about how compensation structures can both incentivize leaders and assure shareholders of accountability.
The pressure to adapt is not only coming from institutional shareholders but also from the broader regulatory environment. With Congress and federal agencies continuing to consider measures that would strengthen disclosure requirements and corporate accountability, boards face a growing risk of regulatory intervention if they are perceived as lagging behind. Governance experts warn that failing to proactively address these evolving expectations could expose companies to reputational damage, shareholder activism, and potential legal liability.
At the heart of these shifts is the principle that stakeholder engagement matters more than ever. ISS’s survey, while nonbinding, is a powerful signal of what investors care about and how advisory firms will evaluate companies in the upcoming proxy season. For corporate lawyers and board advisors, that means the survey’s focus areas effectively serve as a roadmap for where governance practices need to evolve. Companies that anticipate these expectations and integrate them into governance strategies are better positioned to avoid shareholder pushback and regulatory scrutiny.
The growing emphasis on AI risk governance represents a turning point. Just as environmental and social considerations became central to corporate reporting over the past decade, technological disruption is now entering the same arena. Boards are expected to develop oversight mechanisms that account for bias in AI systems, cybersecurity vulnerabilities, and the potential ethical consequences of deploying automated decision-making tools. For corporate legal professionals, this creates a new area of advisory work that combines elements of technology law, risk management, and corporate governance.
August 2025 is therefore shaping up as a defining month in the governance calendar. The ISS survey, coupled with ongoing legal and regulatory discourse, underscores the reality that governance can no longer be static. It must be adaptive, multidisciplinary, and deeply attuned to the expectations of a wide range of stakeholders. Attorneys advising corporate leadership are being urged to ensure their clients not only meet today’s standards but prepare for the issues that are rapidly emerging on the horizon.
The message for boards and executives is unambiguous. Governance is evolving from a compliance exercise into a dynamic practice of risk anticipation, stakeholder alignment, and strategic foresight. As scrutiny intensifies, companies that fail to respond will increasingly find themselves behind the curve—at a time when investors, regulators, and the public are watching more closely than ever.