Capabilities

Corporate Governance

The relationships between corporations and their stakeholders are undergoing significant changes, as roles and objectives shift rapidly. Public companies must comply with regulations imposed by the SEC and the stock exchanges, but this compliance is often only the beginning of a company’s obligations. Corporate officers, directors, shareholders and their respective advisors are presented with more important challenges—and opportunities—in employing good governance to build the value of the enterprise.

We collaborate with our clients to enhance their corporate governance, across the full range of these endeavors. For our attorneys, understanding the rules and customary approaches is “table stakes”—we are at our best in partnering with our clients to deal with complex challenges and non-routine situations. Clients appreciate our deep understanding of their business and stakeholders, our practical guidance and our experiences in advising many leading companies. We collaborate with them to improve board and corporate performance.

We address the full range of corporate governance matters, including:

we convene networks of governance leaders, including the Lead Director Network, the Southeast Board Leadership Network and the Directors Exchange, to explore the most critical issues facing public company boards, and share insights with our public company clients;
we work with our clients to develop the most effective approaches for engaging with their shareholders, including ongoing dialog and approaches to shareholder initiatives;
we advise clients with respect to the use of board special committees, as well as internal investigations, governmental investigations, and civil and criminal enforcement actions;
we collaborate in creating effective approaches to board development, including processes to evaluate board performance, ensure board refreshment and improve director performance;
we conduct comprehensive governance reviews, so that a client may draw from the most effective practices employed by other leading companies;
we help our clients implement effective compliance and risk management programs, and plan for contingencies, whether business emergencies, management succession or proposals from activists; and
we advise boards and their committees in approaching mergers and acquisitions, other change of control situations, and proxy contests.