Holly J. Gregory counsels corporate directors, executives and investors on the full range of governance issues, including fiduciary duties, conflicts of interest, board and committee structure, audit committee investigations, board audits and self-evaluation processes, shareholder initiatives, proxy contests, relationships with shareholders and proxy advisory and ratings firms, compliance with legislative, regulatory and listing rule requirements, and governance ”best practice.” Representative clients include Comverse Technology, EMC, The Ford Foundation, Nationwide, TIAA-Cref, Tyco Electronics, United Healthcare, Visteon and Yahoo!.
Ms. Gregory has worked on various governance-related public policy projects: She played a key role in drafting the OECD Principles of Corporate Governance and advised the Internal Market Directorate of the European Commission on corporate governance regulation She has also advised the World Bank and the joint OECD/World Bank Global Corporate Governance Forum on governance policy for developing and emerging markets.
In addition to her legal practice and policy efforts, Ms. Gregory has helped organize governance-related programs for the SEC, OECD, World Bank, Yale’s International Institute for Corporate Governance (renamed the Millstein Center for Corporate Governance and Performance), Transparency International and Columbia University School of Law’s Institutional Investor Project. She has lectured extensively on governance topics including at events sponsored by the US State Department (in Japan and Turkey), the Conference Board, the National Association of Corporate Directors, the American Corporate Counsel Association, the Society of Corporate Secretaries and Governance Professionals, the National Association of Public Pension Attorneys, and Institutional Shareholder Services, among others. She has written extensively on governance - related topics including for a short time as a featured columnist in Dow Jones’ Corporate Governance publication.
Ms. Gregory served on the Secretariat of the OECD Business Sector Advisory Group on Corporate Governance and as Senior Counsel to the OECD Boardroom Guide Advisory Group. She is a founding co-chair of the Subcommittee on International Developments of the Corporate Governance Committee of the Business Law Section of the American Bar Association, and has served as a member of both the Nominating and Bylaw Committees of the International Corporate Governance Network. She is a member of the Board of Directors of the International Senior Lawyers Project and serves as pro bono counsel to the Brooklyn Public Library and Planned Parenthood Federation of America.
Ms. Gregory is a member of the National Association of Corporate Director’s director education faculty and has served on a number of the NACD’s Blue Ribbon Commissions including those on The Governance Committee, Director Liability, Board Evaluation, Executive Compensation & The Role of the Compensation Committee, and Shareholder Communications.
A summa cum laude graduate and former executive editor of the Law Review at New York Law School, Ms. Gregory served as a law clerk to the Honorable Roger J. Miner, United States Court of Appeals for the Second Circuit, before joining the firm.