Corporate & Tax

Corporate Governance

We counsel directors and management of public and private companies on a range of corporate governance issues, including:

  • Composition of the board directors
  • Fiduciary duties of directors and officers
  • Risk management programs
  • Analysis of director independence, conflicts of interest and related party transactions
  • Personal liability protection and directors’ and officers’ liability insurance
  • Governance requirements of the securities exchanges
  • Committee charters and codes of conduct
  • Audit, compensation and nomination committee matters
  • Foreign Corrupt Practices Act compliance
  • Sarbanes-Oxley and Dodd-Frank requirements
  • Change of control transactions
  • Shareholder relations
  • Public company disclosure issues