Takeovers & Proxy Contests

Squire Sanders' representation in takeovers and proxy contests is an outgrowth of the firm’s historical role of assisting the leading entities of the day with their core business problems. Our experience has evolved through the representation of corporations, management, officers, inside and outside directors, special litigation committees, and majority and dissenting shareholders in scores of disputes. This broad experience allows us to see both sides of a situation and to anticipate adversarial moves to an unusual degree.

Squire Sanders’ takeover representations have included nearly every conceivable type of client, position and event, both in the United States and abroad, including substantial counseling with government agencies. Our lawyers are experienced counselors and strategists in both tender offers and proxy contests, as well as in devising appropriate structural defenses for corporate clients.

Squire Sanders has been on the cutting edge of the takeover practice for many years, developing a number of key concepts and practices in the tender offer world. Using an approach not limited to the conventional, and armed with intimate knowledge and expertise in these matters, we are able to fight the next war, not the last one. While many law firms are adept at following the latest strategies, very few are capable of creating new ones. Our record of success places us firmly among the latter.

The firm is frequently called upon to defend corporations, corporate officers and corporate directors in shareholder derivative and class action litigation. Our lawyers also offer strategic advice when such disputes are threatened. During the past five years, Squire Sanders lawyers have assisted numerous Fortune 500 companies in resolving substantial claims, both in court and out. Our detailed understanding of corporate fiduciary duty issues, honed through years of involvement in and resolution of intracorporate conflicts, has enabled us to achieve an impressive record in resolving these difficult matters to our clients’ satisfaction.

Disputes in the takeover and securities areas require a high degree of expertise and sophistication if the client is to avoid costly missteps. One of the challenges in these matters is that they arise in the midst of other events when company personnel need to meet other pressing demands. Squire Sanders has a large pool of trained lawyers and support staff, enabling us to respond to emergencies on short notice. The broad experience of the firm enables our lawyers to handle these complex and often delicate matters with minimal disruption to our client’s business while achieving the best result in the most efficient manner.