Overview

Our Corporate Governance attorneys bring practical judgment, innovation and a broad perspective to counseling boards and board committees, senior management and internal legal and compliance departments in the high-stakes and time-sensitive arena of disclosure, shareholder activism, corporate governance and compliance. We routinely counsel companies on day-to-day challenges and are well-positioned to respond rapidly and effectively to special challenges and crisis situations.

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Leveraging our industry-leading legal talent in securities, litigation and government investigations, M&A, executive compensation and other practices throughout our Firm, we build teams that address the unique operational issues clients face. This cross-disciplinary approach combines best practices and practical judgement to help clients withstand heightened scrutiny and litigation risk.

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We actively counsel many of the world’s preeminent corporations on all aspects of corporate governance and securities regulation and compliance, including:

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• Board and board committee structure, operation and compliance

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• Committee charters, codes of conduct and other corporate programs, policies and procedures

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• Executive compensation, benefit plans and contracts

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• CEO succession and board and board committee evaluations and refreshment

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• Corporate governance-related disclosure requirements

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• Director and officer fiduciary duties and responsibilities and D&O protections

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• Takeover readiness measures, stockholder activism, including shareholder proposals, and stockholder engagement

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• Compliance, internal controls and risk management, including financial restatements

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• Investigations, enforcement and crisis management