Sidley advises public companies, IPO companies, and private equity sponsors and portfolio companies on the full range of legal and regulatory matters that relate to conducting business in a sustainable manner to support the creation of long-term value, including with respect to corporate governance.
In our broad Governance practice, we counsel boards of directors and management teams on ESG and sustainability oversight, mandatory and voluntary disclosure, and related engagement with key stakeholders, including with respect to ESG and sustainability-related strategies, risks, and investments within the dynamic regulatory, political, and geopolitical context. We collaborate to help our clients navigate the fast-paced and complex environment of changing and increasingly polarized expectations.
Our Work
We routinely advise clients on:
- Board composition, including diversity of background, perspectives, and experience aligned with oversight needs.
- Board, board committee, and individual director evaluation.
- Board succession planning.
- Corporate purpose and stakeholder interests.
- Crisis management and sensitive matters, including compliance audits, regulatory investigations and enforcement matters, internal investigations, private litigation, shareholder activism, and whistleblower claims.
- Disclosure processes and approaches (in annual reports, proxy statements, and sustainability and other reports) to ensure that both mandated and voluntary disclosures comply with changing regulatory mandates, proxy advisory firm policies, and stakeholder expectations while minimizing disclosure-related regulatory and litigation risk, and related disclosure controls and procedures.
- Management succession planning and both normal course and unexpected CEO transitions.
- Oversight processes to assure that the board and relevant board committees are well positioned to oversee corporate activities on an informed and timely basis, including appropriate governance processes, compliance and enterprise risk management systems, and related information systems, internal controls, and policies.
- Antitrust, anti-bribery/anti-corruption, anti-money laundering, conflicts of interest and related party transactions, conflict minerals, cyber and data security, executive compensation and pay gap, environmental issues, export controls, government procurement, human rights, labor and employment matters, political contributions and lobbying, and supply chain management.
- Regulatory expectations across jurisdictions, including the EU Sustainable Finance Disclosure Regulation, Corporate Sustainability Reporting Directive, and Taxonomy Regulation.
- Shareholder engagement, shareholder proposals, and shareholder activism.
