American Bar Association
Corporate Governance Committee

ABA Section of Business Law

Corporate Governance Committee

Who We Are

The mission of the Corporate Governance Committee is to promote and support effective corporate governance, domestically and internationally, for business and nonprofit enterprises by developing resources and providing thought leadership; creating networking opportunities; and facilitating a forum for the exchange of legal and practical information and insights on emerging governance and governance-related policy issues for the benefit of attorneys, including both outside and in-house counsel, and other governance professionals.

Committee Facts :

The work of the Corporate Governance Committee is organized through 13 Subcommittees, 3 Task Forces and a Chair Advisory Counsel. In addition, the Committee is aided by Committee Liaisons to important organizations that have an interest in or impact on corporate governance, including: Business Roundtable, CalSTRS, ICGN, International Bar Association, NACD, SEC, Society of Corporate Secretaries & Governance Professionals, Standard & Poor's, U.S. Chamber of Commerce, ecoDa (The European Confederation of Directors Associations) and TIAA-CREF.


  • Corporate Counsel Perspectives
  • Governance Issues of Distressed Companies (Joint subcommittee with Business Bankruptcy)
  • Governance of Nonprofit Organizations (Joint subcommittee with Nonprofit Organizations)
  • Governance of Private & Family-Controlled Entities
  • Governance Research & Education
  • Governance & Sustainability (Joint subcommittee with Federal Regulation of Securities)
  • Inside the Boardroom
  • International Developments
  • Programming
  • Publications
  • Shareholder & Investor Engagement
  • Social Entrepreneurship and Social Benefit Entities Joint Subcommittee
  • Special Committees & Investigations


  • Contractual Governance of Business Entities (Joint task force with Middle Market and Small Business
  • Dealing with Director Misconduct
  • Governance Issues in Business Combinations (Joint task force with Mergers and Acquisitions)
  • Private Sector/Public Sector Governance

Leadership Roster


"International Comparison of Selected Corporate Governance Guidelines and Codes of Best Practice", by Holly J. Gregory and Rebecca C. Grapsas

"Corporate governance and directors' duties in the UK", by DAC Beachcroft LLP (January, 2015)

"SEC Backs Off Proxy Access Proposal Exclusion; Will Review Application of Rule 14a-8(i)(9)", by Brock Romanek, Editor, (January 19, 2015)

"Insider Trading: United States vs. Newman and Chiasson", by Debevoise & Plimpton (January, 2015)

"Refreshing the Board of Directors", by John H. Stout & Elizabeth M. Dunshee, Fredrikson & Byron, P.A., 2014

Sideley Austin article, "No-Action Relief Regarding Conflicting Proposals to Be Unavailable During 2015 Proxy Season", January 21, 2015

Sidley Austin article, "The State of Corporate Governance for 2015", January 13, 2015

Wachtell, Lipton, Rosen & Katz Memo, "Some Thoughts for Boards of Directors in 2015," December 1, 2014

Standard & Poor’s Special Report, “Climate Change: Preparing For The Long Term,” May 28, 2014 issue of CreditWeek.®

Corporate Governance Update: Developments Regarding Gender Diversity on Public Boards (October 2013)
Philip S. Khinda, Chair, Ethics and Investigations
While the number of women directors on U.S. public company boards has not risen dramatically since 2012, the issue of gender diversity on boards continued to gain momentum and global prominence over the last 12 months. Since we last discussed this issue, new legislative and non-governmental initiatives around the world have resulted in growing numbers of women directors and greater shareholder focus on board diversity and related disclosures. This issue is likely to become increasingly significant in 2014 and beyond, both in the United States and abroad.

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Gregory, Holly


Dravis, Bruce
Khinda, Philip
Placenti, Frank

Committee Roster  

Subcommittees and Task Forces  (click [+] for listing)

 Sub Committees

CGC In Sight

Corporate Governance Committee Calendar

Committee Events

ABA/Business Law Section Spring Meeting

April 7, 2016 - April 9, 2016
Montreal, QC, Canada

Society of Corporate Secretaries & Governance Professionals 2016 National Conference

June 22, 2016 - June 25, 2016
Colorado Springs, CO

ABA/Business Law Section Annual Meeting

September 8, 2016 - September 10, 2016
New Orleans, LA

ABA/Business Law Section Spring Meeting

April 6, 2017 - April 8, 2017
New Orleans, LA

Society of Corporate Secretaries & Governance Professionals 2017 National Conference

June 28, 2017 - July 1, 2017
San Francisco, CA
Section Events

    Roadmap of an M&A Transaction: Part 2


    This program is Part II of the program initially presented in March 2016 and provides a basic overview of the legal issues counsel must consider when structuring, negotiating and completing M&A transactions. This program also highlights some of the key differences between the M&A practice in the U.S. ...

    The Internet of Things - Key Legal Considerations


    We live in an interconnected world. The internet of things (IoT) involves the internetworking of physical devices, vehicles, buildings, and other items - embedded with electronics, software, sensors, actuators, and network connectivity that enable these objects to collect and exchange data. Simply ...

    Seventh Annual National Institute on Consumer Financial Services Basics

    Waterview Conference Center

    Value Pass subscribers save 25% on Institute registration! Use code VPINST at time of purchase. The evolution of consumer financial services (CFS) laws and regulations can leave even the experienced consumer finance lawyer feeling overwhelmed. This annual in-person educational institute is designed ...

Committee Webinars

Delineation of Governance Roles & Responsibilities

ABA Meeting Materials



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Modified by Graham Hunt on September 28, 2016

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