Lilienfeld, Doreen E.

Doreen E. Lilienfeld


Doreen Lilienfeld is the Practice Group Leader of the Compensation, Governance & ERISA Group. She has been involved in a wide variety of compensation-related matters, including the design and implementation of retention and compensation plans, disclosure and regulatory compliance, and employment negotiations with senior executives. She has significant experience in compensation and benefits issues relating to private equity and other mergers and acquisitions transactions. Ms. Lilienfeld has advised both U.S. and non-U.S. issuers on corporate governance and regulatory requirements relating to compensation and benefits matters. Legal directories, such as Chambers, Legal 500 US and Super Lawyers, have named Ms. Lilienfeld as a leader in her field.

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 twelve 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. Ms. Lilienfeld is an elected member of the firm’s nine member Policy Committee.

Selected Experience

  • Provides regular executive compensation, disclosure and governance advice to ADS Waste Holdings, Inc., Ceres Inc., CVS Health Corporation, IMAX Corporation, Nokia Corporation, Quest Diagnostics Incorporated, The Chefs’ Warehouse, and WebMD Health Corp.
  • Salesforce.com in its $2.8 billion public tender offer for Demandware, Inc. and in its acquisition of private company Quip, Inc.
  • Altice N.V. in its $17.7 billion purchase of Cablevision
  • Liberty Global plc in its acquisition of Cable & Wireless Communications plc in a public transaction valued at $8.2 billion and its $23.3 billion acquisition of Virgin Media plc

Selected Publications

  • “Ready or Not: Final Clawback Rules Are Coming,” Directors & Boards, Third Quarter 2016
  • “Attracting a Strong Biotech Board is Becoming Harder,” BioCentury, April 25, 2016
  • “Biopharmaceutical Companies Cannot Ignore Delaware Director Compensation Cases,” Nature Biotechnology, April 2016
  • “Modern Trends in Private Company Executive Compensation – Use of Profits Interests,” Probate and Property, A Publication of the Real Property, Trust and Estate Law Section of the American Bar Association, Volume 30, Number 1, January/February 2016
  • “Standing On Higher Ground: How And When To Adopt Pay Practices That Don’t Comply With Proxy Adviser Guidelines,” Bloomberg BNA’s Corporate Law & Accountability Report, February 2, 2015
  • “The Imperative for Gender Diversity on Boards,” The Corporate Governance Advisor, Volume 22, Number 3, May/June 2014
  • “Will Dodd-Frank’s Diversity Mandates Go Far Enough?”, Law360, April 11, 2014
  • “Measures to Increase Gender Diversity on Corporate Boards,” New York Law Journal, Volume 251, No. 04, January 7, 2014
  • “Pay Ratio Rules:  Practical Compliance Challenges,” Bloomberg BNA’s Pension & Benefits Daily, Volume 208, October 28, 2013
  • “Executive Compensation Planning for Pre-IPO Companies,” Bloomberg BNA’s Securities Regulation and Law Report, Volume 44, page 157, January 23, 2012


  • Benjamin N. Cardozo School of Law, J.D., 1993, magna cum laude
    • Managing Editor, Cardozo Law Review
  • New York University, B.A. with honors in Psychology, 1990


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