Akin‘s offering in shareholder activism stands out for its breadth of expertise, being valued by clients for regulatory advice on activist campaigns, as well as the tax and corporate law aspects of matters. Clients include prominent domestic investors and the team’s recent workload has covered unseating recalcitrant directors and removing entrenched management, among other intricacies. Litigator Douglas Rappaport leads the department and draws on his regulatory and compliance expertise in assisting investment fund clients. Jason Koenig is the other key contact to note, a corporate partner who covers private equity transactions, M&A and shareholder activism. Both named lawyers are based in New York.

A host of prolific activist investors look to Cadwalader, Wickersham & Taft LLP‘s New York-based team for advice on their high-profile campaigns, with recent work including a number of successful campaigns for the replacement of a CEO at a major company. While its strongest and most highly populated offering is in advice to shareholders, the firm is one of very few to also advise on the board side in this area; young partners Daniel Raglan and Kiran Kadekar are the names to note on that front. Department head Richard Brand co-chairs the wider corporate law team with William Mills and is a longstanding advisor to public companies, hedge funds, private equity firms and investment banks on shareholder activism and defense. The team was also bolstered by the hire of Michael Pinnisi from an in-house position in January 2023; he is a veteran of the practice area, having handled proxy contest litigation at Hudson Executive Capital.

National and international companies across various industries find Cleary Gottlieb Steen & Hamilton a reliable choice of counsel when responding to shareholder activists and proxy contests. Activism preparedness advice has been a key area of focus, particularly since the start of the Covid pandemic, and the team assists with a variety of governance change demands. James Langston spearheads the shareholder activism group, with considerable experience in multiple high-profile takeover defense matters. Francesca Odell, head of the corporate advisory practice, is a further senior figure to note. More junior partner Kyle Harris is gaining experience acting for prominent clients from a breadth of industries facing hostile situations. All named lawyers are based in New York.

Cravath, Swaine & Moore LLP is an experienced name for advising boards of directors and executive management under threat from shareholder activism. The group is adept at giving preventative advice to protect against activist attacks, and when campaigns take place the team has strength both in settlements and proxy fights. The practice has historically acted for some of the largest global corporations in a spread of sectors, including recently acting for Disney in a proxy contest. Robert Townsend is the leading figure in the New York-based practice and focuses on activist defense as well as M&A and general corporate governance. He is supported by more junior partner Daniel Cerqueira, whose practice has a similar breadth of expertise across corporate and M&A. Other notable contacts are presiding partner Faiza Saeed; corporate head Mark Greene; George Schoen, who co-leads the global M&A practice with Townsend; and EMEA M&A practice head Richard Hall.

The New York-based team at Freshfields Bruckhaus Deringer LLP has broad experience across all aspects of shareholder activism defense and preparation, from negotiations and settlement agreements, to poison pills and navigating wolf packs. Department co-head Elizabeth Bieber focuses her practice on activism and takeover defense preparedness and corporate governance matters. Leading the team alongside her is Ethan Klingsberg, who also co-heads the firm’s broader corporate and M&A offering. Damien Zoubek is familiar with shareholder activism defense scenarios across different industries, and Sebastian Fain is another key contact who regularly counsels management and boards of directors.

Practitioners at Goodwin‘s Boston office have extensive experience in designing strategies to protect public companies across a plethora of industries and of varying sizes from activist action and hostile takeover bids. Its recent caseload has included defense against some of the largest activists funds. The practice is jointly led by Andrew Goodman, whose corporate governance practice is strong on change in control transactions and shareholder activism, and Joseph Johnson, who has a notable track record in advising public companies. Katherine Hand adds robust support.

The New York office of Kirkland & Ellis LLP houses a shareholder activism and hostile takeover defense team that is well regarded for handling some of the most complex and high-profile matters in the US market. The firm draws on its wider strength across related departments in M&A, capital markets, ESG, litigation and restructuring to provide strategic advice to prevent costly proxy fights. However, the team is experienced when those contests do arise and has been one of the firms at the forefront of contests under the SEC’s new universal proxy rules. Shaun Mathew is ‘efficient, thoughtful, creative and aggressive‘ in his counsel to a range of well-known companies and board members, with Sarkis Jebejian being another key figure to note. Eric Schiele and Daniel Wolf are particularly strong in matters arising from M&A.

Concentrating on advice to shareholders, Kleinberg, Kaplan, Wolff & Cohen, P.C.‘s investor activism group is chaired by Christopher Davis in New York and is well versed in advising on activist campaigns at every point of the spectrum, from constructive negotiation to highly contested litigation. The firm’s client base covers established activists as well as first-time entrants in the area, and Davis is counsel to both domestic and international activist funds.

Latham & Watkins LLP‘s offering to boards on shareholder activism continues to impress, and was strengthened further in March 2023 with the hire of Ian Nussbaum to its New York office from Cooley LLP. He joined a practice that has extensive experience supporting public companies at every stage of activism planning, proxy contest defense, and activism campaigns. The team is well versed in facing the major activist funds in the US and pools knowledge from its experts in insurance counseling, public company representation, litigation, ESG, and M&A. Chris Drewry (Chicago) is, along with Nussbaum, praised for showing ‘incredible judgment‘; he co-leads the department with Josh Dubofsky (Silicon Valley and New York), whose broad transactional practice includes substantial corporate governance and shareholder activism counsel. Tiffany Campion (Chicago) is a key contact for takeover defense work, leading that sub-group, and Michele Anderson (Washington, DC) is an expert on SEC regulation.

Olshan Frome Wolosky LLP continues to be a standout firm for shareholder activism, routinely serving as counsel to the most prominent investors in the market and involved both in complex matters and in a high volume of mandates. The department is a veteran of all types of activist campaigns, including cross-border work, advising on strategy and campaign management for clients navigating myriad issues. The versatile team is chaired by Andrew Freedman, a pre-eminent figure in shareholder-side activism advice, representing many of the most prolific activist investors and investment funds, as well as newly launched activist investment firms. Vice-chairs Elizabeth Gonzalez-Sussman and Ryan Nebel are further figures to note; Nebel excels in contentious and complex matters, and Gonzalez-Sussman has recently acted in unsolicited acquisitions and proxy campaigns for control. Shareholder activism pioneer and chair emeritus Steve Wolosky is another team member with vast experience, and Meagan Reda and Kenneth Mantel also stand out.

Paul Hastings LLP bolstered its offering to boards in the area of shareholder activism with the hire of Sean Donahue, who joined its New York and Washington, DC offices from Goodwin in July 2023 to take on co-leadership of the department alongside New York-based Eduardo Gallardo. With partners at the helm who both have a strong focus on shareholder activism within their respective corporate law practices, the department has capability across the full range of matters in the area, including mergers with hostile activist backing, cooperative board changes, activist campaign defense, and proxy contests. Jon Kubek, who joined the New York office from Willkie Farr & Gallagher LLP in May 2023, and Brad Bondi in Washington, DC support the practice heads with corporate law and litigation expertise, respectively.

The ‘very consistent, high-caliber lawyers‘ in Paul, Weiss, Rifkind, Wharton & Garrison LLP‘s New York office are well versed in providing the full range of counsel to boards facing activist action from shareholders. Clients in this area include major multinationals in a plethora of industries and the team’s workload covers proxy contests, counsel through activist campaigns, and subsequent settlements. Scott A. Barshay is seen by one client as ‘the best activist defense lawyer in the USA‘ and his practice covers takeover defense, activism campaigns and proxy contests at the most prominent levels. Krishna Veeraraghavan, whose ‘impeccable legal knowledge differentiates him‘, is a key name for takeover defense, along with Kyle Seifried. Another senior figure is Jeffrey Marell, who has a diverse practice defending public companies and their boards against attacks.

Ropes & Gray LLP acts for a host of companies, investors and individual board members on shareholder activism issues. The team gives ongoing counsel on shareholder engagement, while also acting in proxy contests and pre-contest negotiations. The firm’s transactional department works closely with the shareholder activism practitioners to advise on issues relating to M&A. The Boston office is a key location for the practice group, housing department head Jeffrey Katz, who focuses on corporate governance and has a wealth of investment fund clients. Also in Boston, Paul Kinsella and Amy Roy are experienced lawyers to note, while more junior partner Tara Fisher is building shareholder activism experience in her transactional practice. Ariel Deckelbaum joined the firm’s New York office from Paul, Weiss, Rifkind, Wharton & Garrison LLP in March 2023, working alongside Martin Crisp and Jackie Cohen.

Appreciated for its ‘focus on precision, quality and effectiveness‘, the shareholder-side offering at Schulte Roth & Zabel LLP‘s New York office is one of the country’s standout, dedicated departments in the field. Beyond its expertise in core campaigns and filings, the practice includes leading practitioners for campaign strategizing, corporate governance, proxy rules, spin-offs and co-investments involving activists. The team also ensures close collaboration with its securities, litigation, tax, antitrust, and investment funds practices. Per one client, practice co-head Eleazer Klein ‘has earned his reputation for being the most thoughtful and able lawyer working for shareholder activists‘. Overseeing the department alongside Klein is Marc Weingarten, whose varied practice encompasses shareholder activism as well as M&A and securities law. Adriana Schwartz is another key contact who is well regarded for her securities-focused advice to activist shareholders. January 2024 partner appointment Sean Brownridge has experience leading associate teams in some of the firm’s highest-profile matters, and Brandon Gold (based in Washington, DC) also stands out.

Clients appreciate the ‘extremely nuanced‘ advice from the team at Sidley Austin LLP, which handles the gamut of shareholder activism matters for board members. One client dubs leadership duo Kai Liekefett and Derek Zaba ‘two of the best lawyers in America‘, lauded for ‘their ability to see around all dangerous corners and guide corporate strategy to the most successful outcome‘. Liekefett is based in New York and focuses exclusively on shareholder activism and takeover defense. In two decades of practice, he has worked in the UK, Germany, Hong Kong, and Japan, and is one of the most prolific advisors on proxy contests, including a high percentage of the market’s late-stage contests. Zaba, who is based at the Palo Alto office, also fully dedicates his practice to shareholder activism and has quickly established himself as one of the go-to lawyers in the field. Beth Berg (Chicago) is a senior figure with broad corporate law expertise, younger partners Leonard Wood (Houston) and Jessica Wood (New York) are also active in the shareholder activism space, and the New York office was further bolstered in January 2024 by the promotion to partner of Reuben Zaramian, who focuses on shareholder activism and corporate governance.

Skadden, Arps, Slate, Meagher & Flom LLP‘s New York-based team acts in a range of major deals involving activist investors and also handles its share of proxy contests. Its client base includes bidders, targets, boards of directors, and financial advisors, and aside from transaction-related work, the team also supports clients with corporate governance, takeover preparedness and other corporate matters. Richard Grossman is the foremost name in the team in terms of specialism in this area, particularly with regard to proxy contests. He is often assisted by corporate and M&A partners Demetrius Warrick, Paul Schnell and Stephen Arcano.

The broad shareholder activism practice at Vinson & Elkins LLP covers defense matters for clients across all industries and market capitalizations. Its capabilities encompass the full range of work in the area, including proxy contests, “just vote no” campaigns, hostile takeover attempts, merger contests, short attacks, and other activist challenges. Practice leaders Patrick Gadson and Lawrence Elbaum both have dedicated practices in shareholder activism, assisting with competitive proxy solicitations, strategic investor relations, and corporate governance. Elbaum is admired for his ‘great rapport with clients‘, and Gadson draws together complementary expertise across private equity, M&A, and shareholder activism. Supporting the practice heads are Anita Balasubramanian, Desiree Baca, and Brett Peace, who all have broad experience across corporate and securities law. Above named lawyers are all based in New York, save for Peace, who is at the Houston office.

In its shareholder-side activism practice, Willkie Farr & Gallagher LLP represents investors who regularly engage in activist campaigns and proxy contests. It counts Third Point Capital among its key investor clients, and the practice’s recent slate of matters has included successful proxy contests for investment companies and individual shareholders. Seasoned litigator and litigation department chair Tariq Mundiya is a key contact for proxy contests and advises on both the shareholder and board sides of matters. He co-leads the department with Russell Leaf, a corporate governance and M&A expert who also has experience acting on either side of shareholder activism matters, and Robert Stebbins, whose corporate governance practice is particularly strong in SEC compliance and enforcement issues. Jared Fertman is a further key contact who has recently acted for a number of prominent activist investors in high-profile campaigns. All named lawyers are based in New York.