We routinely advise boards of directors and management regarding compliance with their fiduciary obligations, updating corporate governance standards in response to shifting regulatory requirements, structuring complex management compensation programs designed to attract talent and implementing, reviewing or revising antitakeover provisions appropriate to maximize long-term value for an enterprise.
In addition to helping clients with compliance, we are frequently asked to provide counsel in extraordinary events or transactions, including proxy contests for control of a board of directors; contentious shareholder proposals; special investigations by boards of directors or committees, whether instituted in response to internal allegations of wrongdoing or in connection with external investigations, civil or criminal; special committees to address conflicting interest transactions, including going-private proposals by management or controlling stockholders; and pursuit of, and defense against, hostile transactions.
We count among our lawyers some of the most experienced securities and corporate governance lawyers in the country, including:
- Former Chief of the Office of Mergers and Acquisitions of the Division of Corporation Finance of the Securities and Exchange Commission
- A member of the Advisory Board of the Weinberg Center for Corporate Governance at the University of Delaware
- Members of the Committee on Federal Regulation of Securities and Committee on Corporate Practice of the ABA’s Section of Business Law
- Former chair of the Business Combinations and Proxy Statements Subcommittee of the Committee on Federal Regulation of Securities of the ABA’s Section of Business Law
- Lawyers listed in The Best Lawyers in America and Chambers USA: America’s Leading Business Lawyers.
Bringing Value to Our Clients
Our lawyers provide practical advice designed to help clients balance competing expectations regarding the strategic direction of an enterprise, while ensuring compliance with legal and technical requirements. Our expertise and familiarity with all aspects of corporate governance helps clients stay on the leading edge of “best practice” corporate governance, permitting them to focus on the more challenging goal of building a stronger and more vibrant business.