Seasoned Leadership

For Clients. For the Profession.

The American College of Governance Counsel is a professional, educational, and honorary association of lawyers widely recognized for their achievements in the field of governance.  The mission of the College is to promote a high level of professional standards among governance lawyers along with a better understanding and broader adoption of best practices within business organizations.

Through its programs, the College explores the major governance issues facing business enterprises, including challenges to traditional models of governance, risk management, shareholder engagement, and an increasingly complex regulatory and enforcement environment.

Farewell to Ira M. Millstein

 It is with a great sense of loss that we share the sad news that governance pioneer and our honorary co-chair Ira M. Millstein has passed away. He was a mentor, friend and colleague and a visionary governance innovator and board influencer. Many of the governance practices that have become commonplace to support and empower independent directors and improve board effectiveness were practices he was among the first (often the first) to propose and encourage: a majority of independent directors, executive sessions, corporate governance guidelines, independent board leadership, board self-evaluation, and modern shareholder engagement.

He was generous in his thought leadership, and in teaching and mentoring the next generations. As one of our founding trustees and our first President, Frank Placenti reflected, “Ira was an old school lawyer with an old school sense of professionalism. When we were starting the College, no one was more gracious with his support of our efforts than Ira.” And he was unique in his ability to identify and convey the common interests of various disparate players in the governance paradigm. Among many effective governance initiatives, in partnership with Sir Adrian Cadbury and other international leaders spread the gospel of good governance around the world through the OECD Principles.

Both in the US and abroad, corporate leaders, directors, institutional investors, legislators, regulators and many of us practitioners learned corporate governance at his feet. He will be sorely missed but leaves an enduring and influential legacy.

Holly J. Gregory, Chair & David J. Berger, President

2024 INSTITUTE

Thank you to everyone who participated at this year’s Annual Institute. Please find reading materials from the moderated panels below. 

Agenda

Click here for the agenda and CLE Evaluation Forms – 2024 ACGC Institute

Click here for reading materials for Wednesday evening’s Fireside Chat

Click here for reading materials for Thursday’s Panel: The Promise of 12

Click here for reading materials for Thursday’s Panel: “Business-Like Thinking About the Board”

UPCOMING MASTER CLASS

Save the Date for ACGC’s Upcoming In-Person Master Class

Date: April 11, 2024

Time: 10:00 a.m. to 4:00 p.m. with a networking reception to follow

Location: Sidley Austin’s New York Offices

This year’s program will be co-chaired by Kai H. E. Liekefett, who heads the activism practice at Sidley & Austin, and the College’s Founding President, Frank M. Placenti, who heads the U.S. Governance Practice at Greenberg Traurig.  They will be assembling a group of speakers including activist investors and attorneys regularly representing them as well as a leading academic to speak to this important and current topic.

We encourage you to nominate a lawyer in your organization or a client to attend this exclusive, invitation-only program by March 1, 2024 by sending your nomination and the nominee’s CV to info@amgovcollege.org.  Each Fellow may nominate one colleague.  If additional spaces become available, we will call for second nominations until we reach capacity.

Fees for this year’s program have been set at $275 in order to defray the College’s out of pocket expenses.  We plan to offer CLE credit in most states through a law firm sponsor. 

Please visit the invitation at this LINK for more details

ESG and the First Amendment

The continuing dispute between Florida Governor Ron DeSantis and the Disney Corporation spotlights the application of commercial speech protections under the First Amendment to ESG considerations. There’s an interesting history here, involving the SEC’s conflict mineral disclosure rule of about 10 years ago, which was successfully challenged on First Amendment grounds (see here). There are also three recent academic articles that provide interesting perspectives on the issues, which can be accessed through the Current Resources section of our website.

Call for Papers

  • The Inaugural James Cheek Best Article Award
  • The Corporate Governance Counsel: Professional Responsibility and Ethics
  • Due date: January 1, 2024

The American College of Governance Counsel (ACGC) is pleased to announce the inaugural James H. Cheek III Award for the Best Article on the professional responsibilities of counsel in the corporate governance area.

The Award’s aim is to encourage the pursuit of excellence in corporate governance lawyering and dedication to professionalism, ethics, and civility through the promotion of scholarship in this area. We invite publishable articles from scholars and practitioners, including accepted papers that have not been published yet.

ACGC is a professional, educational, and honorary association of lawyers widely-recognized for their achievements in the field of corporate governance. ACGC’s mission is to promote a high level of professional standards among corporate governance lawyers, along with a better understanding and broader adoption of best practices within business organizations.

Jim Cheek, who passed away in August 2021, was a legendary lawyer in the areas of corporate governance, corporate and securities law, and professional responsibility. He was a member of Bass, Berry & Sims for fifty years, and was one of ACGC’s ten founding trustees.

The Award Committee will review papers submitted by authors or nominated by peers. For the initial award, the Committee will consider articles substantially completed after October 1, 2022 and prior to December 31, 2023. The Committee will select the best article in the professional responsibility area. The winner will receive a physical award and $2,500. Additionally, the winner will be invited to present and discuss the article at an ACGC program.

Papers should be emailed to info@amgovcollege.org by January 1, 2024. Questions and inquiries should be emailed to the Competition Committee at info@amgovcollege.org.

Please pass this Call for Papers along to any colleagues or others who may be interested in submitting or nominating papers.