Practices

Corporate Governance and Securities Regulation

Our corporate governance lawyers partner with company boards and leadership teams to build a strong corporate governance framework, enhance risk oversight and sustainability, deepen shareholder engagement, and confidently navigate the full range of securities regulatory challenges.

Why Cooley

Trusted corporate governance advisors to 280+ public companies

We serve as principal corporate governance and securities counsel to more than 280 public companies across industries.
Insider perspective

Our global team includes former in-house counsel and former Securities and Exchange Commission (SEC) attorneys who understand how regulators think and where enforcement trends are headed.
Life cycle experience

For decades, Cooley has advised companies at every stage – from formation to the Forbes 20 – on critical governance and regulatory decisions.
Board and governance strategies

We provide bespoke guidance on board composition, leadership and committee structures, board assessments, governance documents, shareholder rights and other corporate governance best practices.
Crisis and high-stakes counsel

We navigate clients through bet-the-company situations, including proxy contests, activist defense, shareholder rights disputes, investigations and securities litigation.
Regulatory compliance and disclosure

Our team has deep regulatory and in-house experience, advising companies on compliance with US securities laws, stock exchange requirements and evolving disclosure obligations.
Years of firsthand experience with prominent institutional and socially responsible investors

Members of our team have designed and run shareholder engagement programs to proactively strengthen relationships with investors, in addition to the experience of our former SEC staff and in-house attorneys advising on the strategic handling of shareholder proposals and activism.
Cross-disciplinary environmental, social and governance (ESG) guidance

We have comprehensive experience combining regulatory compliance, corporate governance, risk management and litigation defense – all under one roof.
Creative and experienced executive compensation attorneys

With nearly 40 lawyers worldwide, our team delivers tailored, strategic advice for navigating complex executive compensation matters and engaging with shareholders on say-on-pay votes, investor concerns and the rationale behind compensation decisions.
Bottom line – we provide integrated, practical solutions

Combining deep legal insights with practical business acumen, Cooley helps boards and executive teams make informed decisions that align with business purpose and strategy.