Simpson Thacher Partner Karen Hsu Kelley, Head of the Firm’s Public Company Advisory Practice, regularly assists public companies and their boards on navigating a wide range of matters, including SEC and stock exchange reporting and disclosure requirements, disclosure of board and executive compensation, corporate governance, conflicts of interest, crisis management planning, shareholder proposals, director independence, insider trading considerations, the impact of proxy advisory firms, and responses to formal and informal SEC inquiries. In particular, she regularly advises boards of directors and committees regarding board and committee structures, new developments and changing best practices in governance, sensitive management and board leadership transitions, and board and committee self-assessments.
Event Overview
We will cover key topics, such as AI, ESG and cybersecurity considerations, shareholder proposals, risk oversight, and other key disclosures and the impact of regulatory changes. We will also discuss the evolving role of proxy advisors and gain a deeper understanding of how their recommendations can influence shareholder votes. You’ll discover strategies for effective communication with shareholders, enhancing transparency and building trust in an era where corporate accountability is in the spotlight.
Speakers
Simpson Thacher Partner Leah Malone leads the Firm’s Sustainability and Environmental, Social and Governance (ESG) Practice. Leah advises boards, management teams and investors on sustainability and ESG matters from conception through strategic implementation, oversight and reporting. Her work includes issues related to shareholder engagement, shareholder activism, board effectiveness, board composition and DE&I and other employee initiatives, as well as reporting and disclosure, green initiatives and risk and crisis management, among other areas.
LizAnn is a trusted advisor to companies, organizations and individuals facing complex business and legal challenges. She is a highly accomplished professional with a remarkable career that spans the legal, academic, and public sectors. Her career has been shaped by working collaboratively to identify opportunities, implement value-enhancing strategies and solve problems. LizAnn brings an unusual range of business, strategy and regulatory expertise in both large organizations and startups. She regularly advises entrepreneurs, evaluates and invests in businesses, and serves on public, private and governmental boards.
LizAnn is an Acting Professor of the Practice at Cornell Law School, and has taught at Cornell in Ithaca and Cornell Tech on Roosevelt Island since 2018. At the end of 2018, LizAnn retired from Cravath, where she had been a Corporate Partner since 2005, and had a wonderful 20 plus-year career. Her practice focused on domestic and international public and private corporate finance transactions, corporate governance and reporting matters, M&A, and liability management transactions. She has worked across many industries, including technology, financial services, industrials and consumer products.
From January 2022 to September 2022, LizAnn served as the Deputy Director, Disclosure Operations, Division of Corporation Finance at the SEC. In that seat, she led a team of over 350 people overseeing the disclosure review program for ‘33 and ‘34 Act disclosure, including in emerging areas such as fintech and digital assets, and division-wide performance evaluation, risk oversight and strategy.
LizAnn’s experiences have deepened her passion to work with entrepreneurs as a valuable sounding board to them on strategy, regulatory matters and talent. She was on the board of a SPAC and serves on the board of CEA company capitalizing on emerging market trends. Since 2018, through teaching at Cornell Tech, she has spent time with entrepreneurs early in their startup journey. This complements her role as a Senior Partner, Strategy & Regulatory, at Braven, an early-stage investment firm, and as an independent advisor to startups in the fintech, digital health and consumer products.

Simpson Thacher Partner Karen Hsu Kelley, Head of the Firm’s Public Company Advisory Practice, regularly assists public companies and their boards on navigating a wide range of matters, including SEC and stock exchange reporting and disclosure requirements, disclosure of board and executive compensation, corporate governance, conflicts of interest, crisis management planning, shareholder proposals, director independence, insider trading considerations, the impact of proxy advisory firms, and responses to formal and informal SEC inquiries. In particular, she regularly advises boards of directors and committees regarding board and committee structures, new developments and changing best practices in governance, sensitive management and board leadership transitions, and board and committee self-assessments.

Simpson Thacher Partner Leah Malone leads the Firm’s Sustainability and Environmental, Social and Governance (ESG) Practice. Leah advises boards, management teams and investors on sustainability and ESG matters from conception through strategic implementation, oversight and reporting. Her work includes issues related to shareholder engagement, shareholder activism, board effectiveness, board composition and DE&I and other employee initiatives, as well as reporting and disclosure, green initiatives and risk and crisis management, among other areas.

LizAnn is a trusted advisor to companies, organizations and individuals facing complex business and legal challenges. She is a highly accomplished professional with a remarkable career that spans the legal, academic, and public sectors. Her career has been shaped by working collaboratively to identify opportunities, implement value-enhancing strategies and solve problems. LizAnn brings an unusual range of business, strategy and regulatory expertise in both large organizations and startups. She regularly advises entrepreneurs, evaluates and invests in businesses, and serves on public, private and governmental boards.
LizAnn is an Acting Professor of the Practice at Cornell Law School, and has taught at Cornell in Ithaca and Cornell Tech on Roosevelt Island since 2018. At the end of 2018, LizAnn retired from Cravath, where she had been a Corporate Partner since 2005, and had a wonderful 20 plus-year career. Her practice focused on domestic and international public and private corporate finance transactions, corporate governance and reporting matters, M&A, and liability management transactions. She has worked across many industries, including technology, financial services, industrials and consumer products.
From January 2022 to September 2022, LizAnn served as the Deputy Director, Disclosure Operations, Division of Corporation Finance at the SEC. In that seat, she led a team of over 350 people overseeing the disclosure review program for ‘33 and ‘34 Act disclosure, including in emerging areas such as fintech and digital assets, and division-wide performance evaluation, risk oversight and strategy.
LizAnn’s experiences have deepened her passion to work with entrepreneurs as a valuable sounding board to them on strategy, regulatory matters and talent. She was on the board of a SPAC and serves on the board of CEA company capitalizing on emerging market trends. Since 2018, through teaching at Cornell Tech, she has spent time with entrepreneurs early in their startup journey. This complements her role as a Senior Partner, Strategy & Regulatory, at Braven, an early-stage investment firm, and as an independent advisor to startups in the fintech, digital health and consumer products.
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