FacultyFaculty/Author Profile
Doreen E. Lilienfeld

Doreen E. Lilienfeld

Shearman & Sterling LLP

New York, NY, USA


Doreen Lilienfeld is a partner in 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 nine 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.

Recent Experience
  • Provide regular executive compensation, disclosure and governance advice to JetBlue Airways Corporation, 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

Education
  • Benjamin N. Cardozo School of Law, magna cum laude, J.D., 1993, Managing Editor, Cardozo Law Review
  • New York University, with honors in Psychology, B.A., 1990
Doreen E. Lilienfeld is associated with the following items:
CHB Chapters  CHB Chapters Shearman & Sterling Client Publication; Financial Reform Act Brings Significant Executive Compensation Change - 2010 - How to Prepare for the Upcoming Proxy Season , Friday, December 03, 2010
Counseling the Compensation Committee Through the Changing Legislative and Regulatory Landscape - 2010 - How to Prepare for the Upcoming Proxy Season , Friday, December 03, 2010
Shearman & Sterling Client Publication; Financial Reform Act: Preparing for Mandatory Say-on-Pay - 2010 - How to Prepare for the Upcoming Proxy Season , Friday, December 03, 2010
Shearman & Sterling Client Publication; Here Today, Gone Tomorrow? Financial Reform Act Requires Compensation Clawbacks - 2010 - How to Prepare for the Upcoming Proxy Season , Friday, December 03, 2010
The Dodd-Frank Wall Street Reform Act: Executive Compensation & Corporate Governance Provisions (PowerPoint Presentation) - 2010 - How to Prepare for the Upcoming Proxy Season , Friday, December 03, 2010
Audio CD  Audio CD Drafting and Negotiating Corporate Agreements 2012 , Wednesday, February 01, 2012 , New York, NY
Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Tuesday, January 01, 2013 , New York, NY
DVD Video  DVD Video Drafting and Negotiating Corporate Agreements 2012 , Wednesday, February 15, 2012 , New York, NY
Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Tuesday, January 15, 2013 , New York, NY
Web Segment  Web Segment Developments and Best Practices in Executive Compensation - Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Thursday, December 06, 2012
Case Study - Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Thursday, December 06, 2012
MP3 Audio  MP3 Audio Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments - Case Study - Case Study , Thursday, December 06, 2012
Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments - Developments and Best Practices in Executive Compensation - Developments and Best Practices in Executive Compensation , Thursday, December 06, 2012
Transcripts  Transcripts Developments and Best Practices in Executive Compensation - Developments and Best Practices in Executive Compensation , Thursday, December 06, 2012
Case Study - Case Study , Thursday, December 06, 2012
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments - Case Study - Case Study , Thursday, December 06, 2012
Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments - Developments and Best Practices in Executive Compensation - Developments and Best Practices in Executive Compensation , Thursday, December 06, 2012
On-Demand Web Programs  On-Demand Web Programs Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Tuesday, December 18, 2012 , New York, NY
LiveSeminar  Live Seminar Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Monday, December 03, 2012 , New York, NY
Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments , Thursday, December 06, 2012 , Chicago, IL
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