Felelős vállalatirányítás (Corporate Governance)
Squire Sanders has made a long-term commitment to guiding you in preparing for compliance obligations and addressing challenges as they arise.
Our lawyers have advised clients on corporate governance, structuring and regulations for decades.
While Sarbanes-Oxley has heightened everyone’s interest in corporate governance, it
is only the most recent set of requirements to comply with. Squire Sanders can help guide you through the entire maze of governance standards from state laws and regulations to SEC, stock exchange and trading guidelines.Many companies, from
Fortune 500 to newly public, know they can count on us to monitor the ever-changing changing regulatory climate, counsel them on the changes and tailor programs to meet the requirements in a cost-effective way. This approach enables clients to spend more time focusing on their mission: handling day-to-day business responsibilities and working to meet long-term goals.
Among our clients in this arena are corporations
, corporate officers, public bodies, and audit and compensation committees. Squire Sanders lawyers also provide counsel in internal investigations of suspected and actual improprieties
in nonpublic regulatory proceedings. We also represent special committees that are often formed to deal with conflict-of-interest and similar issues at the board level.
Our practice includes:
- Advising on the composition of boards of directors and board committees, with a focus on director independence and audit committee qualifications.
- Reviewing, assessing and updating governance materials (including board committee charters, director and officer questionnaires, corporate codes of conduct, employee whistleblowing policies, document retention policies, trading policies, compliance policies and procedure manuals).
- Counseling clients on their relationships with auditors and questions relating to auditor independence.
- Defending shareholder class action and derivative litigation alleging breach of fiduciary duty by directors.
- Counseling clients on dealing with analysts and the press.
- Providing crisis management strategies.
- Assisting in compliance with corporate governance and disclosure-related obligations.
- Training employees, management and directors on ethics and compliance issues.
- Responding to shareholder proposals.
- Assisting in the preparation of periodic, as well as nonroutine, filings with the SEC.
- Advising on directors’ and officers’ indemnification arrangements and liability insurance coverage.
- Conducting internal investigations.
- Advising on executive agreements and compensation arrangements.
- Providing guidance on merger and acquisition planning, including structural defenses.
- Advising on going-private transactions.