The Curtis Public Company and Corporate Governance practice is dedicated to advising our public company clients on securities regulatory and stock-exchange-listed company compliance matters, as well as all aspects of corporate governance.
Regulations and governance standards are evolving quickly in the current economic environment and there is a greater imperative for companies to be guided on these matters by experienced counsel. In keeping with the firm’s international focus, our Public Company and Corporate Governance practice group has substantial expertise in representing foreign private issuers whose shares trade in the form of ADRs.
The range of services provided by the group includes:
- Preparation of periodic reports under the Securities Exchange Act of 1934
- Preparation of registration statements and proxy and information statements in connection with acquisitions, spin-offs and business combinations
- Directors’ fiduciary duties and directors’ and officers’ responsibilities under the securities laws
- Board governance ‘best practices’, including proxy advisory firm and institutional shareholder policies
- Advising special committees
- Board committee matters, including committee composition, committee charters and responsibilities
- Codes of business conduct and ethics and related party transactions
- Risk management programmes
- Shareholders’ meetings and compliance with the proxy requirements under the Securities Exchange Act of 1934
- Design of compensation plans and programmes, including governance and institutional shareholder considerations
- Compliance programmes, including insider trading compliance and Section 16 compliance
- Issuer repurchase programmes
- Disclosure policies, including compliance with Regulation F-D and Regulation G
- Sarbanes-Oxley compliance, including disclosure controls
- Anti-takeover measures
- Internal corporate investigations
The Curtis Public Company and Corporate Governance practice is supported by the firm’s complementary practices in the areas of capital markets, finance, tax, mergers and acquisitions, executive compensation, intellectual property and litigation. In addition, the Public Company and Corporate Governance team works with lawyers from our international offices to provide counsel on the regulatory and compliance aspects of cross-border transactions.
For more information on public company and corporate governance click here.