Corporate Governance

Latham & Watkins' corporate governance lawyers serve as seasoned crisis counselors to corporate clients in high-profile and often high-risk situations. The team counsels on regulation, shareholder communication, best practices and more.

Why Latham

Combining Deeply Considered Judgment with Legal Prowess

Latham’s corporate governance lawyers regularly counsel members of the board of directors, the board as a whole, and senior executives on the full range of corporate governance issues that confront companies and their leadership, including:

  • Board structure and composition
  • Duties of independent board chair or independent lead director

  • Board committee structure and composition and board committee charters

  • Senior executive and director succession planning

  • Board and board committee evaluation and self-evaluation processes

  • Enterprise risk identification and risk management

  • Senior executive and director compensation policies and planning

  • Representation of boards and board committees

  • Evolving trends and best practices for corporate governance, including review and updating of charter and bylaws

Latham’s Corporate Governance Practice is global in scope.

In addition to counseling on governance matters at the board and senior executive level, Latham’s corporate governance, securities regulation, and crisis litigation teams provide advice and support to boards and senior executives in transactional and crisis management situations, including:

  • Conflict of interest and related party transactions
  • Contested takeover contests and takeover defense

  • Director election and other proxy contests

  • Federal, state, and foreign law compliance issues

  • Foreign corrupt practices inquiries and investigations

  • Government investigations

  • Say on pay planning and execution

  • Shareholder governance proposals

  • Special board committee investigations and reports

Awards & Rankings

  • Chicago Corporate Partners Receive Emerging Leaders Award - June 27, 2018
  • Boston Partner Honored by Massachusetts Lawyers Weekly - May 24, 2018
  • Latham Ranked #1 for Activism Defense in Q1 2018 - April 30, 2018
  • Partner Cathy Birkeland Named to Chicago Business Journal Women of Influence List - April 17, 2018
  • Latham Partners Honored for Leadership in Los Angeles - November 02, 2017

Tier 2 - Top Ranked Corporate Governance Practice

The Legal 500 US 2019


Webcast – 2021 Proxy Season: Strategically Preparing for the Upcoming SeasonWebcast – 2020 Proxy Season: Lessons Learned and Coming AttractionsWebcast – 2020 Proxy Season: Considerations for Your Proxy Statement and Preparing for Your Annual Meeting

Media Coverage

Rising Star: Latham's Christopher DrewryBoston Partner Honored by Massachusetts Lawyers WeeklyWomen of Influence: Cathy Birkeland


Latham Advises e.l.f Beauty in Agreement with Marathon PartnersLatham & Watkins Advises Spok Holdings in Agreement with White Hat Capital Partners LPLatham Continues to Assist Sinovac Biotech in Defense Against Dissident Shareholders

Thought Leadership

CMA Publishes COVID-19 Taskforce Update for JulyCorporate Governance: The Growing Importance of Human Capital Management All in the Family – Corporate Governance Lessons for Family-Owned Italian Companies

Webcasts & Podcasts

Podcast – The ABCs of ESG: How Are Companies Going Beyond the Basics?Podcast – AI Is Here. Now, Can We Teach the Robots Ethics and Legal Compliance?2020 Proxy Season: Lessons Learned and Coming Attractions