Is corporate governance (or corporate law in general) a thing outside of Delaware? Forum

[Anonymous User]

I'm interested in corporate law, particularly corporate governance, but not sure if I'd like to live in Delaware. Do biglaw firms in the major markets also have sizable corporate governance practices, or is the field more or less exclusive to Delaware that being in the field would lock me inside the market?

Also curious to know how Delaware-centric general corporate practice is geographically. For example, is it just as easy to find a corporate practice in Texas as it is to find one in Delaware, even if they both focus on DGCL stuff?

[eytandg]

White-shoe firms like Cravath and PW have dedicated corporate governance practices. I also know that Baker McKenzie does a decent amount of corporate governance work. These firms will reach out to local Delaware counsel at times to research Delaware specific state issues, but other than that, the major corporate governance/board advisory work is done in NY. I'd advise you to look at the above mentioned firms and their peers and look through their practice groups on their websites and their listed lawyers to see the types of matters they advise on. In short, yes corporate governance is a thing outside of Delaware.

[Anonymous User]

I'm interested in corporate law, particularly corporate governance, but not sure if I'd like to live in Delaware. Do biglaw firms in the major markets also have sizable corporate governance practices, or is the field more or less exclusive to Delaware that being in the field would lock me inside the market?

Also curious to know how Delaware-centric general corporate practice is geographically. For example, is it just as easy to find a corporate practice in Texas as it is to find one in Delaware, even if they both focus on DGCL stuff?

"Corporate governance" can mean a lot of things. What is it exactly that you want to do, so that we can tell you where whatever it is you want is?

Are you looking to incorporate a company and set up their basic governing documents, advise boards on how to react to potential corporate takeovers (e.g., activists or hostile acquirors), work with companies on producing their annual proxy statements, or something else?

[Anonymous User]

White-shoe firms like Cravath and PW have dedicated corporate governance practices. I also know that Baker McKenzie does a decent amount of corporate governance work. These firms will reach out to local Delaware counsel at times to research Delaware specific state issues, but other than that, the major corporate governance/board advisory work is done in NY. I'd advise you to look at the above mentioned firms and their peers and look through their practice groups on their websites and their listed lawyers to see the types of matters they advise on. In short, yes corporate governance is a thing outside of Delaware.

Thanks, I'll look into them.

[Anonymous User]

"Corporate governance" can mean a lot of things. What is it exactly that you want to do, so that we can tell you where whatever it is you want is?

Are you looking to incorporate a company and set up their basic governing documents, advise boards on how to react to potential corporate takeovers (e.g., activists or hostile acquirors), work with companies on producing their annual proxy statements, or something else?

Basically what you described!

[lurkinassociate]

You can do just corporate governance at top-end firms. Your best bet will be starting at a V15 or lateraling to one. The firms that come to mind for governance are Cravath, Latham, Kirkland, Sidley, Weil, Davis Polk, Cleary. Hogan Lovells is solid. The best IPO firms (Wilson Sonsini, Cooley, Fenwick, Goodwin, MoFo) may offer an opportunity to specialize into this too.

In general, you’re seeking specific groups (“public company advisory”) and even more so partners who you can work for. There are also people who just do shareholder activism and/or ESG now.

[kidrobotLaw]

Gibson DC also has a phenomenal Corp gov practice.

Also, just to emphasize what someone else noted, most biglaw Corp attorneys spend the vast majority of their time on clients incorporated in Delaware. (Companies incorporate there for a variety of reasons outside the scope of this post.) Therefore, though you will be a NY/CA/TX/wherever barred attorney, you’ll likely be better versed in DGCL than your state’s Corp law. To fill gaps, likely your firm with partner with a real Delaware located/focused firm, which will offer training updates on emerging DE case law, etc. You will also reach out to that DE firm when atypical or murky issues emerge. But routine stuff (e.g., formations, fiduciary duties, how to handle typical acquisition offers) are well within the purview of non-DE barred Corp attorneys. If this wasn’t the case, you’d have a lot of Corp attorneys scrambling to be DE barred.

In conclusion, you need not move to Delaware.

[jotarokujo]

curious, is corporate governance considered transactional?