Corporate governance in United States

Freshfields Bruckhaus Deringer LLP

Freshfields Bruckhaus Deringer LLP draws considerable praise from clients, who turn to the team for its ‘depth of knowledge’ and ‘client-focused practical advice’ on a broad range of corporate governance issues, including ESG matters, corporate compliance, and shareholder activism. The firms has continued its growth with the addition of several partners from Wilson Sonsini Goodrich & Rosati. Among them are Beth George, who leads the strategic risk and crisis management practice at the firm, Megan Kayo, who regularly works with startups and Fortune, and Janet Kim and Andrew Dockham, both of whom have bolstered the team’s the litigation abilities. Practice head Pamela Marcogliese, who splits her time between New York and Silicon Valley, is described as a ‘standout partner’, praised for her ‘depth of knowledge in the corproate governance and securities space.’ Elizabeth Bieber is noted for her ability to provide guidance on a range of corporate governance issues, including director fiduciary duties, board evaluations and stakeholder engagement issues. Silicon Valley-based Sarah Solum has extensive experience on capital markets transactions and corporate assignments for public and private companies hailing from the tech and life sciences sectors. Unless otherwise mentioned, all named practitioners are based in New York.

Practice head(s):

Pamela Marcogliese


Other key lawyers:

Sarah Solum; Elizabeth Bieber; Damien Zoubek; Beth George; Megan Kayo; Janet Kim; Andrew Dockham


Testimonials

‘The governance team at Freshfields are standouts in terms of depth of knowledge and good, client-focused practical advice. We work primarily with two partners and one associate, and have been impressed with the work product and advice.’

‘Pam Marcogliese is a standout partner, with a depth of knowledge and experience in the corporate governance and securities space, and communicates effectively with us as client. Leza Bieber similarly is very knowledgeable about the governing SEC and SRO regulations, and is a good communicator about key issues. Heather Kellam is a very smart, detail oriented associate who has been a great addition to the team that we work with.’

Key clients

Sonoco


Tesla


Society of Corporate Governance


Li-Cycle


EVgo


Cazoo


CarLotz


Clever Leaves


Lilium


Boxed


Buzzfeed


Hogan Lovells US LLP

Routinely involved in advising public company clients and Fortune 500 companies on significant policy and transactional matters, Hogan Lovells US LLP is able to handle day-to-day corporate governance practices, securities law compliance, and SEC reporting. Praised for fielding a team of ‘dedicated attorneys that specialize solely in this subject area’, the practice is well-placed to represent clients across the life sciences, healthcare, tech and manufacturing sectors. At the helm sits John Beckman  who is noted for his focus on securities regulation and corporate governance, frequently representing public companies in connection with shareholder interactions. Elsewhere in the team, Alan Dye  is sought after for his expertise in all aspects of securities law compliance, while senior associate Weston Gaines is experienced in SEC reporting and securities law compliance. All practitioners mentioned are based in Washington DC.

Practice head(s):

John Beckman


Other key lawyers:

Alan Dye; Weston Gaines


Testimonials

‘The firm has dedicated attorneys that specialize solely in this subject area and are not corporate generalists. They also bring substantial SEC experience and expertise to the table, on the corp fin side.’

‘The firm has the capability to act in an activist scenario, which is unusual for firms with a securities and governance practice headquartered in Washington DC.’

‘John Beckman brings a wealth of experience and the ability to execute to the table. His sound counsel can be relied upon in a myriad of securities and governance scenarios. He has a significant reputation which he has earned with decades of dedication to his practice.’

‘Brendan Oldham is a seasoned senior associate with strong client skills and excellent technical acumen.’

‘Deep knowledge, very accessible.’

‘John Beckman and Weston Gaines are our contacts. They go above and beyond to provide practical, prompt advice and counsel.’

Key clients

3M Company


Advance Auto Parts, Inc.


Bristol Myers Squibb Co.


Dell Technologies Inc.


Equifax Inc.


Ford Motor Company


Ingredion


Invivyd Inc.


Lockheed Martin Corp.


Mallinckrodt plc


Papa John’s International, Inc.


PPG Industries


SecureWorks


UnitedHealth Group Incorporated


Walmart Inc.


Work highlights


  • Advised Abercrombie & Fitch and its board of directors on governance matters and an internal investigation related to alleged sexual misconduct by the company’s former CEO.
  • Advised Advance Auto Parts, Inc., Equifax Inc., Ford Motor Company, Papa John’s International, Inc., NVR, Inc., and Reliance Steel & Aluminum Co. on various SEC reporting developments in the reporting period, including rapidly changing business conditions, impacts arising from the international conflicts, global inflation, rising interest rates, and potential U.S. Government shutdown.
  • Acted for the Independent directors of Orthofix Medical Inc. in its decision to terminate its CEO, CFO, and General Counsel for inappropriate and offensive conduct following an internal investigation.

Weil, Gotshal & Manges LLP

Weil, Gotshal & Manges LLP houses a ‘top corporate governance practice’ that is equipped to handle a range of matters including ESG, day-to-day disclosure issues, executive compensation and board-level matters. Boards, committees, executive officers and investors turn to the team for its ability to assist on cross-border M&A and restructuring transactions with substantial securities law elements, seamlessly integrating the firm’s M&A, private equity, capital markets and restructuring teams to assist on matters. The practice is jointly steered by Lyuba Goltser  and Howard Dicker. Goltser advises clients on the full range of high-stakes corporate governance, securities law and regulatory compliance issues, while Dicker specializes SEC accounting issues. Washington DC-based Adé Heyliger, described as a ‘top practitioner’, is a key port of call for public companies, corporate boards and foreign private issuers seeking advice on SEC disclosure and regulatory matters. Attorneys mentioned are based New York unless otherwise stated.


Practice head(s):

Lyuba Goltser; Howard Dicker


Other key lawyers:

Adé Heyliger


Testimonials

‘Weil has a top corporate governance practice. They have a particuarly strong Public Company Advisory Group and are very knowledgable on SEC matters.’

‘Adé Heyliger is a top practioner in this space. He is one of the most well regarded securities and corporate governance lawyers in the industry.’

Key clients

Advent International Corporation


Allego N.V.


AMC Entertainment Holdings, Inc.


American Securities


The Blackstone Group, Inc.


Blue Bird Corporation


British Columbia Investment Management Corporation


Brookfield Asset Management Inc.


The Campbell Soup Company


Citigroup Global Markets Asia Limited


CPP Investments


Dow Inc.


The Estée Lauder Companies, Inc.


Glencore plc


IQVIA Holdings


Iron Mountain Incorporated


Jefferies Financial Group


The Kroger Co.


MarketAxess Holdings, Inc.


MGM Resorts International


Mudrick Capital Management, L.P.


Neogen Corporation


Portillo’s Inc.


PSP Investments


Regis Corporation


Sanofi


Sculptor Capital Management


Sleep Number Corporation


Sovos Brands, Inc.


Synchrony Financial


Thomas H. Lee Partners, L.P.


TPG Inc.


Viterra Ltd.


Warner Bros. Discovery, Inc.


WEX Inc.


Willis Towers Watson plc


Work highlights


  • Advising The Kroger Co on the governance, security regulation, SEC disclosure and no-action with respect to its merger with Albertsons Companies, Inc., a food and drug retailer operating, at the time, in 34 states and the District of Columbia in a transaction that implies an Albertson enterprise value of approximately $24.6 billion.
  • Advising Glencore PLC  as the shareholders of Viterra Ltd. on the governance, securities regulation and SEC reporting aspects, as well as listing rule implications of its approximately $18 billion.
  • Advising Cedar Fair, L.P. on the governance and disclosure aspects of its merger with Six Flags Entertainment Corporation in a transaction that implies a combined enterprise value of approximately $8 billion.

Arnold & Porter

Arnold & Porter remains a strong choice for public companies seeking counsel in corporate governance matters, with a focus on drafting and implementing codes of conduct, advising on compliance programs, and navigating disclosure issues. The team is spearheaded by Michael Bernstein, founding partner of the corporate governance practice, who is noted for his ability to advise clients on fiduciary duty issues arising in the insolvency context. Kevin Lavin is frequently engaged by private equity funds and their portfolio companies in M&A and public securities offerings, while Denver-based Ronald Levine is sought after by public and private companies across a myriad of industries. Attorneys are based in Washington DC unless otherwise stated.

Practice head(s):

Michael Bernstein


Other key lawyers:

Steve Koval; Jonathan Green; Kevin Lavin; Ronald Levine


Key clients

The Necessity Retail REIT, Inc.


Celestica Inc.


American Clean Power Association


Former CEO of Essar Steel Minnesota, LLC


iHeart Media


Ecological Service Partners


Extended Nursing Personnel CHHA, LLC


Factory LLC


In-Q-Tel, Inc.


Non Profit Sports Organization


Work highlights


  • Representing the special committee to the board of directors of The Necessity Retail REIT, Inc. in connection with the company’s merger with Global Net Lease, Inc. and concurrent internalization of advisory and property management functions currently provided by external advisors.
  • Advising Celestica Inc on, among other things, US securities compliance, disclosure, transactional matters, finance matters, US government regulation and litigation.
  • Representing the former CEO of Essar Steel Minnesota, LLC, which was a debtor in a Delaware bankruptcy case.

Cahill Gordon & Reindel LLP

Home to a team of ‘brilliant, well-informed, and creative practitioners’, Cahill Gordon & Reindel LLP‘s corporate governance practice specializes on matters of board structure, executive compensation, securities laws matters, and matters related to anticorruption and supply chain legal issues. Counting a diverse roster clients on its books, ranging large scale multinational corporates to small private companies, the team particularly excels in ESG matters. Co-head Helene Banks  is noted for her emphasis on M&A, corporate governance and capital markets transactions, and co-chair Brockton Bosson is trusted advisor for global companies and their directors for his expertise in white-collar defense and securities litigation. Co-head Brian Markley represents clients in connection with internal investigations and inquiries by the DOJ, SEC and other governmental agencies. All practitioners mentioned are based in New York.

Practice head(s):

Helene Banks; Brockton Bosson; Brian Markley


Testimonials

‘Brilliant, well-informed, and creative practitioners. ’

‘Brock Bosson is extremely well-prepared and well connected, which is of unique value to his clients. ’

‘I view Cahill as a practical advisor for all aspects of my business and brand, and I appreciate that Brockton Bosson is always available as a sounding board for both legal advice and strategic guidance. I also value the versatility that the Cahill team has demonstrated, advising on a range of issues, including corporate governance, strategic partnerships, new merchandising and ventures, intellectual property, and business tax issues.’

Key clients

tZERO


Brookfield Asset Management


Arch Capital Group


ICON plc


S&P Global


Walmart


WeWork


Korn Ferry


Hecate


Jack Carr


Friends of Afghanistan National Institute of Music (ANIM)


Work highlights


  • Advising Brookfield on FCPA matters.
  • Assisting Elera in a pre-acquisition FCPA diligence  in connection with the acquisition of various renewable energy projects in Brazil that are in various stages of development.
  • Advising public companies on their efforts to stay informed about ESG developments and to support them in in creating structures and processes as they prepare for mandatory disclosure.

Cleary Gottlieb Steen & Hamilton

The ‘extremely responsive’ and ‘excellent’ team at Cleary Gottlieb Steen & Hamilton is equipped to service the needs of its high-profile listed clients, advising on ESG issues, stockholder engagement plans and proxy advisory firms, among other matters. The ‘formidable’ Francesca Odell is well-versed in a variety of topics, including complex ESG issues,  disclosure and compliance matters and shareholder activism, and Jeffrey Karpf‘s practice focuses on corporate and financial transactions and corporate governance matters. Both Helena Grannis and Lillian Tsu are well-placed to advise clients on ESG matters, while Jim Langston remains active on company-critical governance matters. All practitioners mentioned are based in New York.

Practice head(s):

Francesca Odell; Helena Grannis; Jim Langston


Other key lawyers:

Lillian Tsu; Jeffrey Karpf


Testimonials

‘Team is pro-active. Informs client of changes in regulations.’

‘Partner Jeff Karpf and associate Natalia Rezai are very responsive and proactive and business-minded in their advice.’

‘The CGSH team is an excellent one, we’ve been working with them for several years in a wide variety of matters, they are always our benchamark of knowledge, responsivness, sophistication and commitment ’

Key clients

Albany International Corp.


American Express


American Tower Corporation


Annaly Capital Management


Amazon


API Group


Broadcom Inc.


The Clorox Company


Compass Minerals


Consolidated Edison Inc. (ConEd)


Cushman & Wakefield


Dentsply Sirona


Fox Corporation


GlobalFoundries


Google/Alphabet


The Hartford Financial Services Group


Henry Schein


Honeywell International, Inc.


Howmet Aerospace Inc.


HSBC USA


Inter & Co, Inc.


International Flavors & Fragrances (IFF)


Jeld-Wen


Levi Strauss & Co.


LivaNova, PLC


Lowe’s Companies, Inc.


McCormick & Company


MercadoLibre


The ODP Corporation


Petrobras


Pinterest


Polaris


Post Holdings, Inc.


Sabre


Sotera Health


Tronox


Tempur Sealy International


T-Mobile


TPG Inc.


Tyson Foods


Vale S.A.


Verizon Communications


Voya Financial


Walgreens


Gibson, Dunn & Crutcher LLP

Counting a bevy of public companies and Fortune 100 corporations among its roster of clients, Gibson, Dunn & Crutcher LLP handles an array of corporate issues, advising clients on IPOs, SEC and corporate governance matters, and shareholder proposals. Co-chair Elizabeth Ising has a multifaceted corporate practice, regularly representing Fortune 100 and S&P 100 companies, while Orange County-based co-chair James Moloney advises public company boards and committees of independent directors in connection with mergers, stock exchange proceedings, as well as SEC and other regulatory investigations. Both are assisted by co-chair Lori Zyskowski who is a trusted advisor to host of leading companies seeking securities regularly advice. New York’s Thomas Kim is recommended for his extensive experience handling regulatory matters for companies with the SEC. Attorneys based in Washington DC unless otherwise stated.

Practice head(s):

Elizabeth Ising; James Moloney; Lori Zyskowski


Other key lawyers:

Thomas Kim


Key clients

PIC Renegade Properties


Slack


Binance


 


Jones Day

Jones Day regularly handles ESG matters for Fortune 500 and other well-known clients hailing from the worlds of retail and consumer products, technology, and manufacturing. Alongside ESG matters, the team also offers demonstrable expertise high profile activism defense matters and internal investigations. Co-chair Randi Lesnick , who is based in New York, frequently advises clients on compliance, governance, and fiduciary matters, including ESG policies and disclosures relating to sustainability. A litany of domestic and international clients turn to Atlanta-based co-chair Joel May  , who advises on shareholder activism, proxy fights, and securities compliance matters. Lizanne Thomas has retired.

Practice head(s):

Randi Lesnick; Joel May


Other key lawyers:

Kim Pustulka


Testimonials

‘The Corporate Governance team is a diverse group of individuals that bring extensive knowledge and experience to the table. They are excellent at thinking through and advising on complex issues.’

‘Randi Lesnick and Kim Pustulka, both partners on our account, have taken a tremendous amount of time getting to know the Company. They are thoughtful in their advice. They are trusted advisors.’

Key clients

Diebold Nixdorf, Inc.


Polaris, Inc.


Matthews International Corporation


Bunge Limited


Hanesbrands Inc.


Fleetcor Technologies Inc.


Board of Directors of Catalent Inc.


Verint


Hyster Yale Materials Handling, Inc.


Latham & Watkins LLP

Latham & Watkins LLP offers a broad nationwide corporate governance practice, catering to an array of Fortune 500 companies on a key matters including ESG issues, shareholder proposals, SEC reporting and corporate investigations. The team has deep agency experience, comprising many former SEC senior officials and experienced corporate practitioners. Ian Schuman, Jenna Cooper, Stelios Saffos and Keith Halverstam  jointly steer the practice from New York, brining their comprehensive expertise in various corporate governance matters. Elsewhere, Julia Thompson focuses on company representation and securities regulation matters, while Washington DC-based Joel H. Trotter is distinguished for his ability to handle complex issues arising under the US securities laws.

Practice head(s):

Ian Schuman; Keith Halverstam; Jenna Cooper; Stelios Saffos


Other key lawyers:

Julia Thompson; Betty Huber; Joel Trotter


Key clients

The Container Store


fuboTV


iHeart Media


Oscar Health


Rent the Runway


Warby Parker


T Mobile


JetBlue


GoodRx


Omnicom


White & Case LLP

Praised for its ability to package its ‘strong command of corporate governance laws and regulations, and emerging trends in the area, into actionable advice’, the team at White & Case LLP advises clients on a broad array of corporate governance issues and ongoing SEC reporting obligations. Practice head Maia Gez, lauded as ‘absolutely brilliant and ultra responsive’, is sought after by public companies for her expertise in corporate governance and securities regulation matters. Scott Levi boasts a successful track record winning securities regulatory rulings and no action requests with the SEC with regard to shareholder proposals and earns further praise for his ‘responsiveness and attentiveness’. Era Anagnosti has left the firm. Practitioners mentioned are based in New York.

Practice head(s):

Maia Gez


Other key lawyers:

Scott Levi


Testimonials

‘They are really experts in the corporate governance matters, they work by the client times and needs.’

‘The team is client-oriented and very clear in their legal opinions.’

‘Maia is absolutely brilliant and ultra responsive. White & Case represents complex public companies and their expertise in foreign private issuers is a huge positive. They are solutions oriented and very practical with their advice.’

‘Scott Levi shows a deep understanding of our business and has proven able to skillfully guide us through the challenges we have faced as a young public company. He responsiveness and attentiveness has been appreciated.’

‘The team is able to package their strong command of corporate governance laws and regulations, and emerging trends in the area, into actionable advice crafted with proper consideration for our company’s commercial realities.’

Key clients

Alta Equipment Group, Inc. (Alta)


Amazon


Apollomics, Inc.


Arch Capital Group Ltd.


Concrete Pumping Holdings (Concrete)


Ethan Allen Interiors Inc. (Ethan Allen)


Falcon’s Beyond


Gambling.com (Gambling)


Gogo Inc.


Hertz Global Holdings, Inc. (Hertz)


Jefferies Financial Group Inc.


Loma Negra Corporation (Loma Negra)


Microsoft Corporation


Paysafe Group Ltd.


The Real Good Food Company, Inc.


Saudi Arabian Oil Co. (Saudi Aramco)


SES AI Corp. (SES)


Steel Partners Holdings, L.P.


Shutterstock, Inc.


Akin

The ‘top notch’ team at Akin is regularly engaged by public and private companies on a host of corporate governance matters spanning ESG programs, shareholder activism and board evaluations. The cross-departmental team often works alongside the firm’s corporate, litigation and cybersecurity practices, augmenting its client work with the production of articles and newsletters. ‘Terrific’ co-chair Kerry E Berchem, based in New York, has a strong track record working with boards and C-suites on a broad range of matters, ranging from the establishment and compliance with corporate governance policies to fiduciary duty obligation. A mix of public and private companies and private equity funds turn to Houston-based co-head John Goodgame for his expertise in the MLP industry.


Practice head(s):

Kerry Berchem; John Goodgame


Other key lawyers:

Steve Baldini; Jim Wetwiska; Stephanie Bollheimer


Testimonials

‘Akin Gump is very strong in activist defense and corporate/commercial litigation.  Akin routinely represents both companies and capital providers, including PE firms and hedge funds.’

‘Akin lawyers have unique perspectives regarding how counter-parties view transactions and disputes and gives their clients inside knowledge regarding a counter-party’s perspective that is very useful in resolving conflicts and transactions. Akin’s litigation team is top notch in both commercial and corporate disputes.’

‘Jim Wetwiska is a terrific trial lawyer and litigator. He positions the best arguments for success rather than throwing every argument at a dispute to make something stick. He knows how to sell judges and juries, and, as defense lawyer, he really knows the plaintiffs’ bar. This gives him a unique ability to navigate through bet-the-company litigation.’

‘Steve Baldini is a terrific, New York-based trial lawyer and litigator, who really understands the capital markets and how to position a company’s arguments regarding corporate litigation for a successful resolution.’

‘Kerry Berchem is a terrific activist defense lawyer, who represents both companies and shareholders. She provides sage and thoughtful counsel to management and the board. You will not be disappointed having her present to your board.’

‘We hold Kerry Berchem in the highest regard for her experience, expertise, partnership and counsel. She has helped us navigate through some difficult situations in a positive and thoughtful manner which we greatly appreciated as a public company.’

‘Stephanie Bollheimer provides us outstanding counsel, experience and technical input on our compensation related matters which are highly beneficial to us.’ 

Key clients

Alliance Data Systems Corporation


Cimarex Energy Co.


Conflicts Committee of Summit Midstream Partners, LP (SMLP)


Diamondback Energy, Inc.


Enterprise Products Partners LP


EOG Resources, Inc.


EP Energy LLC


Greenlight Capital Re, Ltd.


Vital Energy (formerly Laredo Petroleum, Inc.)


Mammoth Energy Services, Inc.


Rattler Midstream LP


Sorenson Communications, Inc.


Viper Energy Partners LP


Davis Polk & Wardwell LLP

The cross-practice governance group at Davis Polk & Wardwell LLP led by Ning Chiu and Joseph Hall and advises on a range of issues, from board level matters to regulatory issues and ESG programs. The team also possesses strong litigation abilities, advising its diverse client roster on high-profile contentious issues. Chiu is recommended for proxy advisory services and ESG matters, while Hall, head of the firm’s interdisciplinary ESG practice, is a name for blockchain and cryptoasset companies on federal securities law matters. All attorneys mentioned are based in New York.

Practice head(s):

Ning Chiu; Joseph Hall


Key clients

Amdocs


Ameren


Annaly Capital Management


Cadence Design Systems


Comcast


Emerson Electric


Equinix


FedEx


Ford Motor


Freeport-McMoran


General Dynamics


Geopark Limited


GoDaddy


Goosehead Insurance


Iris Energy Limited


Kyndryl Holdings


Leidos


Livent


McDonald’s


MSCI


Murphy Oil


Murphy USA


On Holding (d/b/a On Running)


Owens Corning


Payoneer


Pfizer


PGT Innovations


Progyny


Ranpak Holdings


Remitly


REV Group


SS&C Technologies


Texas Instruments


Ventas


Venture Global LNG


Visa


W.W. Grainger


Western Alliance Bancorporation


ZIM Integrated Shipping Services


DLA Piper LLP (US)

Praised by clients for its ‘consistent collaborative client-centric approach’ and ‘outstanding legal services’, DLA Piper LLP (US) is well-versed in a wide range of corporate governance issues, standing out for its work in the tech and life sciences spaces. The team is jointly led by Christopher Paci and Era Anagnosti. Paci is noted for his extensive experience in the securities law aspects of financial restructuring, while Anagnosti, who joined the team from White & Case LLP, has bolstered the team’s agency experience as a former SEC employee. The ‘top notch’ Sanjay Shirodkar is lauded for his ability to provide clients with ‘sound, practical advice.’ Attorneys mentioned are based in Washington DC.

Practice head(s):

Christopher Paci; Era Anagnosti


Other key lawyers:

Sanjay Shirodkar; Andrew Ledbetter Seattle; Robert Alessi; Courtney Saleski


Testimonials

‘Sanjay is top notch when is comes to advising public companies on corporate governance matters. He is always on top of the latest developments and provides sound, practical advice that is easy to implement.’ 

‘Andrew Ledbetter Seattle – outstanding practical advice on corporate governance and SEC matters.’

‘DLA Piper has demonstrated a consistent collaborative client-centric approach, surrounding us with a team of professionals who possess a deep understanding of their respective areas of expertise.’

‘The DLA Piper team takes a proactive and strategic approach to all the matters being handled.’

‘The DLA Piper team instills confidence in us, provides outstanding legal services and consistently delivers positive results.’

‘Specific stand-out partners we work with from DLA Piper include Robert Alessi, Sanjay Shirodkar, and Courtney Saleski. Each of these partners has exceptional communication skills, they are responsive in keeping us informed about the progress of matters, able to explain complex legal concepts in a manner that is understandable to non-attorneys and appreciate the importance of actively listening to help ensure that they fully grasp our needs.’

Key clients

Lululemon Athletica


QUALCOMM Incorporated


Pfizer Inc.


Philip Morris International, Inc.


ResMed, Inc.


Jack in the Box, Inc.


Maxeon Solar Technologies, Ltd.


FaZe Clan


Teradata Corporation


Whole Earth Brands, Inc.


Work highlights


  • Advising lululemon athletica inc. (NASDAQ: LULU) on the full range of SEC advisory, corporate governance, intellectual property, regulatory, privacy, commercial, litigation and employment matters.
  • Advising Pfizer Inc. on the full range of SEC advisory, corporate governance, disclosure matters, including interpretive questions relating to the application of US GAAP principles, Exchange Act reporting and new SEC rule proposals and rule amendments.
  • Advising Philip Morris International Inc. on ongoing governance, disclosure, and shareholder engagement matters, which expanded to encompass executive compensation matters, capital markets, finance matters as well as with multiple debt and securities transactions.

Goodwin

Clients represented by Goodwin‘s team include boards, committees, executive officers and investors across a diverse range of sectors. Described as ‘very efficient and very tailored to the task at hand’, the team handles the full range of governance issues, from advisory and regulatory work to transactions and litigation. Washington DC-based practice head Jonathan Hecht , described by one client as a ‘savvy SEC practitioner’, excels in advising clients on investigations by the SEC and securities-related private civil actions. San Francisco’s Karen Ubell earns praise for ability to provide ‘clear, succinct advice in an actionable way.’

Practice head(s):

Jonathan Hecht


Other key lawyers:

Karen Ubell


Testimonials

‘Jonathan Hecht is an experienced, knowledgeable, and savvy SEC practitioner.’

Goodwin’s team always is responsive to my issues and will jump right into novel problems. I’ve found them to be very efficient and very tailored to the task at hand.’

‘Karen Ubell is an excellent advisor who fully understands all the different aspects of blockchain, crypto, and corporate governance issues from an SEC perspective. She gives clear, succinct advice in an actionable way. Jonathan Hecht brings tremendous experience from his time at the SEC, and he’s able to distill that knowledge into actionable feedback on novel issues.’

Key clients

Yieldstreet


Moderna Therapeutics


Wayfair


Akamai Technologies


Mayer Brown

Standing out for its expertise in counseling management and boards of directors on change and crisis management, Mayer Brown draws on its global footprint to advise major corporations across a myriad of industries. The practice is jointly steered by New York-based Anna Pinedo, who has a busy capital markets and corporate practice, representing issuers, investment banks and investors, and Eddie Best, who splits his time between New York and Chicago.

Practice head(s):

Anna Pinedo; Eddie Best


Key clients

National Association of Manufacturers and Kentucky Association of Manufacturers


ALTI Private Equity Access Fund


Dynex Capital


Prologis, Inc.


Great Ajax Corp.


Chubb Ltd.


Assured Guaranty


Invesco Real Estate


Oak Valley Bancorp


Adaptimmune Therapeutics plc


Mereo BioPharma Group plc


InMode Ltd.


Protalix Biotherapeutics Ltd.


VAALCO Energy


Profire Energy


TC Energy


Vestis Corporation


GATX Corp.


Key Tronic Corporation


CNA Financial


Simpson Thacher & Bartlett LLP

The corporate governance group at Simpson Thacher & Bartlett LLP frequently advises domestic and foreign public companies on all aspects of their compliance and for advice on SEC internal investigations. The team is spearheaded by New York-based Karen Hsu Kelley who is a key port of call for management, boards of directors and board committees seeking assistance on SEC reporting, committee structures and shareholder proposals.

Practice head(s):

Karen Hsu Kelley


Key clients

AEP


Alight


Amneal Pharmaceuticals


Aramark


Ashton Woods


Balchem Corporation


Bentley Systems


Best Buy


Blackstone


Brightspring Health


Brightview


Bumble


Caterpillar


Cava Group Inc.


CB Richard Ellis


Certara


The Cigna Group


Cooper-Standard


Evercore


First Advantage


Frontdoor


Gates Industrial Corporation


Hilton Worldwide Holdings


Hologic


Hovnanian Enterprises


Ingersoll Rand


Kyndryl


KKR


KKR Real Estate Finance Trust


Laureate Education


LivaNova plc


Masonite


National Vision


PJT Partners Inc.


Schnitzer Steel (d/b/a Radius Recycling)


SeaWorld


SiriusXM


Summit Materials


Taylor Morrison Home


The Blackstone Group


The Travelers Companies


Ubiquiti


Virtus Investment Partners


WW International, Inc.


Work highlights


  • Representing Silver Lake in connection with the public company matters, with respect to governance and disclosure considerations, related to the announced acquisition of VMware by Broadcom Inc.
  • Representing The ODP Corporation in connection with the public company matters, with respect to governance and disclosure considerations, related to its announced plan to spin off its Business-to-Business (B2B) solutions provider into an independent, publicly traded company.
  • Representing the Special Committee of the Board of WWE in an internal investigation arising from allegations of workplace-related misconduct by the CEO

Sullivan & Worcester LLP

A mix of public companies, private companies, trusts and not-for-profit organizations turn to the team at Sullivan & Worcester LLP for its ability to offer advice on a host of matters, including ongoing legal counsel to investment funds and general ongoing board counselling. Nicole Crum focuses on the representation of boards and board committees, regularly advising them on all aspects of governance and compliance, while Boston’s Howard E Berkenblit handles ongoing corporate governance and disclosure matters, stock exchange listing standards and Sarbanes-Oxley Act and Dodd-Frank Act compliance. Both David M Leahy and David Mahaffey are frequently engaged by independent directors, mutual funds, exchange-traded funds and closed-end funds. Practitioners are based in Washington DC unless otherwise stated.

Practice head(s):

Nicole Crum; Howard Berkenblit; David Mahaffey; David Leahy


Key clients

Brookfield Funds


DarioHealth Corp


Diversified Healthcare Trust


FMR Corp.


Foresight Autonomous Holdings Ltd.


Independent Trustees of the John Hancock Funds


Independent Trustees of the John Hancock GA Mortgage Trust and Senior Loan Trust


John Hancock Asset-Based Lending Fund


Independent Trustees of the Matthews Asia Funds


Independent Trustees of the Pacific Select Fund and Pacific Funds Series Trust


Independent Trustees of the Virtus Funds


Independent Trustees of the Virtus Closed-End Funds


Industrial Logistics Properties Trust


ING Group


Iron Mountain Incorporated


Manhattan Bridge Capital, Inc.


Nano Dimension Ltd.


Office Properties Income Trust


Oramed Pharmaceuticals, Inc.


Pluri Inc.


RADCOM Ltd.


The RMR Group Inc.


Alarum Technologies Ltd.


SciSparc Ltd.


Service Properties Trust


Independent Trustees of the State Street Funds


Ultimus Managers Trust


VALIC Retirement Funds and their Independent Directors/Trustees


Independent Directors of Sierra Income Corporation


BiomX


Embecta


Polypid


Brenmiller


Wearable Devices


Jeff’s Brands


Dario


Work highlights


  • Advising Independent Trustees of the John Hancock Funds on, among other matters, board governance and meeting their duties and responsibilities under the federal securities law and state law.
  • Serving as legal counsel to the Independent Trustees of the Virtus Mutual Funds and Virtus Variable Insurance Trust on a variety of matters such as Board governance, fund reorganizations, sub-adviser changes and disclosure matters.
  • Advising Service Properties Trust on a broad range of matters, including securities offerings, disclosure matters, stock exchange listing standards and Sarbanes-Oxley Act and Dodd-Frank Act compliance.

WilmerHale

Fielding a team of ‘technical experts’, praised for its ability to keep up ‘to speed on emerging issues and trends and providing proactive guidance‘, WilmerHale advises on SEC and stock exchange requirements, ESG issues and anti-takeover defenses. Washington DC's Lillian Brown leads the practice alongside New York's Knute Salhus and Boston-based Jonathan Wolfman, each distinguished for their wealth of experience in corporate governance issues. Alex Bahn is also a key team member in Washington DC.

Practice head(s):

Knute Salhus; Jonathan Wolfman; Lillian Brown


Other key lawyers:

Alex Bahn


Testimonials

‘The partners we work with — Meredith Cross and Lillian Brown — are exceptional. They are wise, client-focused, hardworking and provide creative solutions. They are the best lawyers for corporate governance, SEC matters. ’

‘Meredith and Lily really care about us as a client and as people. They go above and beyond to make sure we are successful. They give us excellent advice and are always able to carve out time to talk even if it is unexpected. We think they are great. ’

‘Wilmer is strong at keeping up to speed on emerging issues and trends and providing proactive guidance when new laws/regulations come into effect. They also typically provide live presentations/webinars that are very helpful. I always feel comfortable when reaching out on new or different issues that they will be able to advise me — as they will be up to speed on the issue and relevant considerations.’

‘Strong substantive knowledge and a practical approach to issues.’

‘Great group of technical experts who bring a thoughtful and practical approach to providing legal guidance and support.’

‘Alex Bahn — an excellent recent addition to Wilmer Hale.’

Key clients

Activision Blizzard


Agios Pharmaceuticals


Akamai Technologies


Analog Devices


Blue Apron


CIRCOR International


Danaher Corporation


Discovery Communications


Editas Medicine


Generation Bio


Genpact


Hilton


Huntington Ingalls Industries


Kala Pharmaceuticals


Karyopharm Therapeutics


MKS Instruments


Northrop Grumman


PepsiCo


PTC Therapeutics


Revvity (FKA Perkin Elmer)


S&P Global


Skyworks Solutions


Solid Biosciences


State Street Corporation


The Walt Disney Company


Thermo Fisher Scientific