Biography

Lyuba advises on a breadth of company governance and compliance issues, including fiduciary duties, director independence, board and committee structure, risk oversight, ESG and sustainability matters, securities law compliance, executive compensation and other employment matters, board leadership structures, shareholder proposals, shareholder engagement and the impact of evolving stakeholder concerns, and corporate governance “best practices.” She also frequently advises on highly sensitive matters that are often confidential in nature, including on internal investigations, leadership transitions, related party transactions and conflicts of interest, corporate culture, climate transition, cybersecurity, discrimination and harassment, and whistleblower protection.
Lyuba advises on ESG disclosures and related benchmarking on topics such as emissions and climate strategy, cybersecurity, diversity, equity and inclusion, human rights and product and workplace safety matters. She works with boards and senior management teams on strategic matters relating to ESG and voluntary framework developments, and evolving shareholder and rating agency viewpoints.
Lyuba also has deep expertise in counseling clients on a full range of corporate governance and compliance in M&A, capital markets and corporate restructuring transactions. She regularly advises on SEC regulations and governance issues faced by newly-listed public companies and companies preparing to go public.
Lyuba is an elected Fellow of the American College of Governance Counsel. She was named among the 2023 “Notable Women in Law” by Crain’s New York Business, and “Corporate Governance Lawyer of the Year” at Euromoney Legal Media Group’s Americas 2022 Women in Business Law Awards. Lyuba is recognized as a “Leading Lawyer” for M&A/Corporate and Commercial: Corporate Governance by Legal 500 US, where clients note she is “a brilliant and thoughtful lawyer with tremendous dedication to her clients and their projects. She has a wealth of knowledge in the area of public company governance.” She was also named “Best in Corporate Governance” at Euromoney Legal Media Group’s Americas 2020 Women in Business Law Awards and is recognized as an expert in Corporate Governance by Expert Guides’ “Women in Business Law.” She was ranked fifth in the 2021 “Top Female M&A Lawyers in North America” by MergerLinks. Lyuba was also named among Law360’s 2015 “Rising Star” for Capital Markets.
Lyuba frequently writes and speaks on legal developments affecting public companies and is a regular contributor to Weil’s Governance & Securities Watch (blog). She is a member of the Society for Corporate Governance, where she speaks on issues affecting public companies and boards of directors. Lyuba recently spoke at the Conference Board’s discussion on Hitting the Reset Button on ESG: Setting Strategy with the Broader Picture in Mind. She co-authored “Fiduciary Duties in Uncertain Times” for Columbia Law School’s Millstein Center for which she received the 2018 Burton Award for Distinguished Legal Writing.
Lyuba is also an expert in Not-For-Profit governance. She is involved with the Firm’s representation of numerous pro bono clients. Lyuba was recognized by Legal Services NYC as one of the “Top 25 Pro Bono Advocates of 2015.” She is one of the leaders of the Firm’s representation of the Breast Cancer Research Foundation and Global Citizen. Lyuba also serves on the Advisory Board of BCRF. She is co-head of the Firm’s New York Women@Weil affinity group and a member of the Firm’s Hiring Committee and Diversity Committee.
Awards and Recognition, Speaking Engagements, Latest Thinking, Firm News & Announcements
Awards and Recognition
- Lyuba Goltser Named Among 2023 “Notable Women in Law” Award Brief — Crain’s New York Business
- Lyuba Goltser Named 2022 “Corporate Governance Lawyer of the Year” Award Brief — Euromoney Legal Media Group Americas Women in Business Law Awards
- Lyuba Goltser Named a “Leading Lawyer” for Corporate Governance Award Brief — Legal 500 US
- Lyuba Goltser Named 2020 “Best in Corporate Governance” Award Brief — Euromoney Legal Media Group Americas Women in Business Law Awards
- Lyuba Goltser Recognized as a Corporate Governance “Expert” Award Brief — Expert Guides’ “Women in Business Law”
Speaking Engagements
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Hitting the Reset Button on ESG: Setting Strategy with the Broader Picture in Mind
Speaker(s):
Lyuba Goltser
August 1, 2023 — Public Company Advisory Group Co-Head Lyuba Goltser and ESG Specialist Rebecca Grapsas spoke on a program titled "Hitting the Reset Button on ESG: Setting Strategy with the Broader Picture in Mind" as part of The Conference Board's ESG Center Working Group.
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The SEC’s Renewed Scrutiny of Earnings Management Using Data Analytics
Speaker(s):
Lyuba Goltser and
Robert Stern
February 14, 2023 — Head of Weil’s Public Company Advisory Group Lyuba Goltser and Securities Litigation partner Robert Stern moderated a panel webinar entitled “The SEC’s Renewed Scrutiny of Earnings Management Using Data Analytics,” which featured former SEC Commissioner and current Stanford Law professor Joe Grundfest and Michigan business school professor Nadya Malenko. The group discussed the SEC’s use of analytics to identify earnings management, derived in part from the professors’ academic paper, Quadrophobia, and steps companies can take to mitigate risk of SEC enforcement investigations.
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The Society for Corporate Governance: 2022 Eastern Regional Fall Conference
Speaker(s):
Michael J. Aiello,
John P. Barry,
Celine Chan,
Sarah Coyne,
Howard B. Dicker and
Lyuba Goltser
October 27, 2022 —
Weil hosted Session 5 of The Society for Corporate Governance’s 2022 Eastern Regional Fall Conference, including the following:
- Weil Employment Litigation Practice Group Head John P. Barry and Counsel Celine Chan, and Weil White Collar Defense, Regulatory and Investigations Practice Group Co-Head Sarah Coyne spoke on a panel titled “Navigating the Minefield of Legal and Ethical Issues in Conducting Internal Investigations: A Tale of Lessons Learned and Best Practices.”
- Weil Public Company Advisory Group Co-Head Howard Dicker spoke on a panel titled “Ethics Lessons for In-house Lawyers from Behavioral Science.”
- Weil Public Company Advisory Group Co-Head Lyuba Goltser spoke on a panel titled “Corporate Purpose: Values and Value Creation.”
- Weil Corporate Department Chairman Michael J. Aiello hosted a discussion titled “Mindful Leadership in a Changing World: A Conversation with Nabanita Nag, Chief Legal Officer of Norfolk Southern.”
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Women Influence & Power in Law 2022
Speaker(s):
Lyuba Goltser and
P.J. Himelfarb
October 17-18, 2022 — Washington, D.C. — Weil Public Company Advisory Group Co-Head Lyuba Goltser spoke on a panel titled “How To Build and Keep A Network That Fosters You Through Your Career” and Public Company Advisory Group partner P.J. Himelfarb spoke on a roundtable titled “A Corporate Purpose: Values and Value Creation” as part of Women Influence & Power in Law 2022.
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How To Build and Keep A Network That Fosters You Through Your Career
Speaker(s):
Lyuba Goltser
October 17, 2022 — Weil Public Company Advisory Group Co-Head Lyuba Goltser spoke on a panel titled “How To Build and Keep A Network That Fosters You Through Your Career” as part of the Women in Power, Law & Influence Conference.
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A Corporate Purpose: Values and Value Creation
Speaker(s):
Lyuba Goltser and
Adé Heyliger
September 8, 2022 — Weil Public Company Advisory Group Co-Head Lyuba Goltser and Public Company Advisory Group partner Adé Heyliger spoke on a webinar titled “A Corporate Purpose: Values and Value Creation” as part of NACD’s Strategic-Asset General Counsel series.
Latest Thinking
- Preparing for New Form 10-Q and Form 10-K Disclosure Requirements: Upcoming Compliance Dates Alert — Governance & Securities — By Lyuba Goltser, P.J. Himelfarb and Julie Rong — PDF — September 26, 2023
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Looking Ahead to the 2024 Proxy Season: ISS Annual Policy Survey – Continued Focus on Climate Change and Governance
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich,
Alicia Alterbaum and
Rachel Alpert
— September 14, 2023
Institutional Shareholder Services (ISS) has launched its Annual Benchmark Policy Survey (available here) to help inform potential changes to its voting policies for the 2024 proxy season. This year, ISS largely focuses on global environmental and social topics, particularly climate change, as well as compensation, governance and stewardship topics such as U.S. non-GAAP incentive metrics, […]
The post Looking Ahead to the 2024 Proxy Season: ISS Annual Policy Survey – Continued Focus on Climate Change and Governance appeared first on Governance & Securities Watch.
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How Del. Cos. Weighed Officer Exculpation This Proxy Season
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich and
Alicia Alterbaum
— September 12, 2023
Public Company Advisory Group Co-Head Lyuba Goltser, partner Kaitlin Descovich and counsel Alicia Alterbaum authored the article “How Del. Cos. Weighed Officer Exculpation This Proxy Season” for Law360, evaluating the results of the 2023 proxy season, a year after the amended DGCL provisions took effect. Read the article here.
The post How Del. Cos. Weighed Officer Exculpation This Proxy Season appeared first on Governance & Securities Watch.
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Sustainability & ESG Quarterly Roundup
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Annemargaret Connolly,
James Bromley and
Marc Schubert
— September 11, 2023
We are pleased to share with our clients and friends the latest edition of our newsletter, Sustainability & ESG Quarterly Roundup. In this newsletter, we highlight key developments relating to sustainability and environmental, social and governance (ESG) topics over the past quarter, with a focus on developments of interest to U.S. public and private companies, […]
The post Sustainability & ESG Quarterly Roundup appeared first on Governance & Securities Watch.
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SEC Adopts Cybersecurity Disclosure Rules as Security Incidents Become More Frequent
Blog Post — Weil Governance & Securities Watch
— By
P.J. Himelfarb,
Lyuba Goltser,
Steven Bentsianov and
Shira Barron
— July 28, 2023
In response to a significant rise in cybersecurity incidents at public companies and the SEC’s view that there is inconsistent disclosure relating to such incidents, this week, the SEC adopted cybersecurity disclosure rules, with a few notable changes from the proposing release. The final rules will require a U.S. public company to disclose (1) on […]
The post SEC Adopts Cybersecurity Disclosure Rules as Security Incidents Become More Frequent appeared first on Governance & Securities Watch.
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Firm News & Announcements
- Chantale Fiebig and Lyuba Goltser Honored at Corporate Counsel’s 2023 Women, Influence & Power in Law Awards Firm Announcement — August 28, 2023
- Two Weil Partners Named Among Notable Women in Law by Crain’s New York Business in 2023 Firm Announcement — June 21, 2023