Chris Cernich

Managing Partner

Chris co-founded Strategic Governance Advisors (SGA) in 2017 to help boards of public companies which have or expect to have conflict with their shareholders. SGA leverages his expertise from and deep experience with ISS, the world’s most influential proxy advisor, where he led analysis of and recommendations on proxy contests and mergers around the globe.

At SGA, he advises boards when a shareholder has made nominations for board seats, or voiced objections to a merger, and the company faces a contentious shareholder vote. He has helped numerous clients prevail in proxy contests, including Disney in its defense against Trian, Hewlett Packard in its defense against Icahn, Huntsman in its defense against Starboard, Canadian National in its defense against TCF, Genesco in its defense against Legion Partners, Progress Software in its defense against Praesidium, Verint in its defense against Neuberger Berman, and ADP in its defense against Pershing Square. He has also helped numerous clients with contentious votes on mergers, including Bristol-Myers Squibb’s acquisition of Celgene, Cimarex’s acquisition of Cabot, Boston Private’s acquisition by Silicon Valley Bank, Turquoise Hill’s acquisition by Rio Tinto, Spirit Airline’s defense against a hostile bid from JetBlue, Anadarko’s defense against a hostile bid by Occidental, Digital Realty’s acquisition of Interxion, and Callon’s acquisition of Carizzo.

Prior to SGA, Chris was a member of the executive team at ISS, the world’s largest proxy advisor with 1,400 institutional shareholder clients managing more than $20 trillion in assets. At ISS he led the global team analyzing and providing voting recommendations on more than 250 proxy contests for board seats, hundreds of mergers and economic proposals, and more than a few front-page corporate scandals. He has been a featured speaker or panelist at conferences sponsored by the US Securities and Exchange Commission, Harvard’s Program on Corporate Governance, Penn’s Institute for Law and Economics, Berkeley’s Center for Law, Business and the Economy, the Milken Institute’s Global Conference, and various law firms and investment banks. He holds an MBA (Finance) and an MA and PhD (American Literature) from the University of Michigan, and a BA from Marquette University.