Corporate Governance

Compass Lexecon’s corporate governance capabilities are drawn from a combination of hands-on experience and theoretical financial economics. Our ability to combine financial and economic expertise and direct board experience with clear, independent analysis sets Compass Lexecon apart in this field. Our methods for assessing corporate structures and actions involve a combination of evaluation of contemporaneous economic evidence, including empirical analyses, and benchmarking board and director actions to contemporaneous standards and best practices.

Compass Lexecon economists, experts, and affiliates have evaluated the structures, processes, and actions of management, Boards of Directors, Board committees, and activist investors relating to subjects such as the issuance and restatement of corporate financial statements, the compensation of executives, corporate restructurings, proxy contests, board processes, and the fiduciary duties of the Board of Directors and committees of the Board.

Our experience includes:

  • Evaluating corporate and Board structures and processes relative to contemporaneous benchmarks and best practices
  • Evaluating general corporate and Board processes and actions in light of relevant fiduciary duties
  • Analyzing executive compensation, including determination of comparator groups, evaluation of corporate performance and incentive compensation, and valuation of total compensation
  • Evaluating corporate officer and director actions relating to corporate control transactions, including anti-takeover and deal protection provisions, executive compensation, corporate financing decisions, conflicts of interest, insider trading, and related party transactions
  • Analyzing the economic evidence surrounding proxy contests and activist investor initiatives