USA Law and Practice Contributed by: Kai Liekefett, Derek Zaba, Ram Sachs and Evan Grosch, Sidley Austin
Sidley Austin has a shareholder activism and cor- porate defence practice that is widely recognised as the go-to activism defence practice, being ranked No 1 across all league tables for this kind of work. The practice is led by Kai Liekefett and Derek Zaba, two of the very few lawyers in the world who devote 100% of their time to shareholder activism, proxy fights, hostile takeovers and other contests for cor- porate control, including settlements. In the past
five years, Sidley has defended approximately 150 proxy contests worldwide and approximately 25% of all late-stage US proxy contests, more than any other law firm. The team has opposed all major activ- ists. Sidley is frequently hired as “shareholder activ- ism counsel”, “proxy fight counsel” or “red team” by companies and/or their boards to work with primary outside counsel on activism defence matters.
Authors
Kai Liekefett co-chairs Sidley’s shareholder activism and corporate defence practice. He has over 20 years of experience. Kai has defended around 150 proxy contests globally and approximately 25% of all
Ram Sachs focuses his practice on M&A, shareholder activism and corporate governance. Prior to joining Sidley, he was an associate at a New York law firm with a prominent M&A and shareholder activism practice and
late-stage US proxy fights, more than any other defence attorney in the world. Under his leadership, Sidley rose to the top of all activism defence league tables. Chambers USA has recognised him as one of the leading (Band 1) lawyers for takeover defence. Kai has been included in the NACD Directorship 100 as a governance professional every year since 2022.
worked as a management consultant. Ram received his JD from Yale Law School, where he served as executive editor for the “Yale Journal on Regulation”. He also holds a BS from Stanford University, where he graduated as a member of Phi Beta Kappa.
Evan Grosch focuses on shareholder activism, environmental, social and governance (ESG) issues, strategic investor relations, M&A and corporate governance involving public companies. Evan graduated with a JD
Derek Zaba co-chairs Sidley’s shareholder activism and corporate defence practice. He spends 100% of his time on shareholder activism, contested and complex M&A, and corporate governance matters. With
from the University of Texas in Austin, where he served on the executive board for the Texas Business Law Society as co-director of the Texas Transactional Skills Program.
more than two decades of experience, Derek has been involved in hundreds of activist campaigns and contested M&A situations. Prior to joining Sidley, Derek was the head of the activism and corporate defence practice at a leading shareholder engagement and corporate governance advisory firm. He also served as a partner and investment professional at activist and event-driven hedge funds.
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