With Sarbanes Oxley, revised listing standards, and enhanced regulatory scrutiny at the federal and state level, the responsibilities and liabilities associated with corporate governance and oversight have intensified. Even small matters can spin out of control in organizations that lack sound oversight practices and a well-considered plan for managing compliance.
With more than 70 attorneys, our Corporate Governance Team has the experience and resources to help clients—from privately held firms to diversified multinationals—plan and implement corporate governance, ethics, and compliance programs.
We counsel corporate officers, directors, auditors, special committees and oversight committees on all aspects of corporate leadership, management, public reporting, and litigation defense. We help companies anticipate, detect, manage and avoid problems whenever possible and our response to litigation or enforcement activity is swift and effective.
Our comprehensive compliance program includes:
- Reviewing and revising existing programs, policies, and procedures
- Drafting a code of business conduct and related policies
- Structuring and documenting compliance oversight
- Reporting, monitoring, and auditing procedures and training programs
- Conducting internal investigations
We also counsel corporate leaders throughout the U.S. on issues related to:
- Board of directors and committee composition, practices, and procedures
- Special committee activities including those relating to M&A transactions, interested party transactions, and litigation
- Directors’ duties and responsibilities, including due diligence
- Compliance with regulatory requirements of the SEC, NYSE, Nasdaq, and the American Stock Exchange
Our experience includes:
- Conducting internal investigations of alleged corporate malfeasance
- Defending corporations from derivative claims asserted by shareholders
- Defending officers and directors in securities class action litigation and related government enforcement proceedings.