Doreen Lilienfeld is the Deputy Practice Group Leader of the Executive Compensation & Employee Benefits Group. She has been involved in a wide variety of compensation-related matters, including the design and implementation of compensation plans, regulatory compliance, proxy statements and employment negotiations with senior executives. Additionally, she has primary responsibility for compensation and benefits issues relating to corporate finance, private equity and other mergers and acquisitions transactions. Ms. Lilienfeld has advised both U.S. and non-U.S. issuers on corporate governance issues, Sarbanes-Oxley and Dodd-Frank requirements and stock exchange regulations relating to compensation and benefits matters.

Ms. Lilienfeld has been resident in the Frankfurt, London and Bay Area offices of Shearman & Sterling. She became a partner in January 2002.

For the past ten years, Ms. Lilienfeld has spearheaded the publication of the Shearman & Sterling LLP survey of the compensation-related corporate governance practices of the largest 100 domestic issuers.

• Provide regular executive compensation, disclosure and governance advice to Ceres Inc., Quest Diagnostics, Federal Agricultural Mortgage Corporation (Farmer Mac) and Nokia Corporation
• The Dow Chemical Company in its acquisition of Rohm and Haas Corporation and the dispositions of Morton Salt to K&S Aktiengesellschaft, Styron to Bain Capital and the global polypropylene business to Braskem and advice to Dow on related compensation and pension matters
• BAML Capital Partners in its acquisition of Convermex, Provo Craft and Novelty, and Strategic Partners Holdings, and the structuring of related equity and other compensation arrangements, and North Cove Partners LLP in its spin-off from Bank of America
• Quest Diagnostics in various matters, including its 2011 acquisitions of Athena Diagnostics, Inc. and Celera Corporation and its $2 billion acquisition of AmeriPath
• Nokia Corporation in its $8 billion acquisition of NAVTEQ
• Expedia, Inc. in its acquisition by USA Networks and the executives of Expedia in their contract negotiations
• Regularly advises individual executives of public companies and private enterprises on employment, severance and retention issues, including the executive team of Intelsat in connection with the company’s acquisition by a private equity buyer and through management changes following merger of equals, the management team of Applied Films, Inc. in its acquisition by Applied Materials and the management team of USI Holdings, Inc. in connection with its acquisition by Goldman Sachs Capital Partners

• “Executive Compensation Planning for Pre-IPO,” Bloomberg BNA’s Securities Regulation and Law Report, Volume 44, page 157, January 23, 2012
• "Executive Compensation Clawbacks," New York Law Journal, Volume 243, No. 46, March 29, 2010
• "Emerging Trends in Compensation Regulation," The Review of Securities and Commodities Regulation, Vol. 43, No. 3, February 3, 2010