Cleary Gottlieb has more than six decades of experience guiding clients through evolving global regulation and best practices in board operation, director responsibilities and shareholder relations, as well as the practical application of these standards in the context of specific business activities. 

Our corporate governance practice includes lawyers from diverse practice areas, including former federal prosecutors and senior U.S. Securities and Exchange Commission officials. We bring complementary insights and a depth of knowledge regarding fundamental legal precepts and practical application to our work. We regularly advise corporate clients, boards and board committees, as well as individual officers and directors, as to the full range of corporate and governance issues, including matters affecting:

  • Preparation and response to shareholder activism
  • The role of the board and the role of management in company governance (including with respect to fiduciary duties)
  • Board and committee composition and processes
  • Stockholder proposals
  • Board evaluation, succession and removal processes and policies (including age or term limits)
  • Executive compensation, proxy disclosure and say-on-pay votes
  • CEO succession processes and best practices
  • CEO evaluation
  • New director orientation