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Corporate Governance Counseling


Shook, Hardy & Bacon L.L.P. (SHB), a reputable law firm with offices across the United States and in Europe, offers legal guidance pertaining to all aspects of corporate management activities, including corporate governance counseling. Corporate governance counseling falls within our SHB Corporate Governance Practice. We provide expert counseling to public and private business clients on fiduciary duty issues, disclosure and corporate communications policies, and other areas of liability exposure relevant to boards of directors, special committees and large shareholders. In addition, this practice frequently interacts with NASDAQ, AMEX and NYSE in matters requiring corporate governance counseling for public companies.

Corporate governance counseling is integral to both issuers and underwriters involved with public offerings and private placements of securities. We recognize the risks of rapidly changing markets, so we use the firm?s significant resources to bring securities to market as promptly as possible. We advise public companies on periodic reporting compliance, insider trader and other regulatory matters.

Other areas that benefit from our corporate governance counseling services include Venture Capital Investments, Private Equity and Merchant Banking. Our corporate law attorneys assist numerous venture capital, private equity and merchant banking firms with their investments and acquisitions. This practice also works with many companies that obtain venture capital investments or are sold to private equity or merchant banking firms. Familiar with the various structures of these arrangements, SHB lawyers possess a knowledge of existing market conditions that makes the firm well-suited to provide corporate governance counseling to either side of the transaction.

Historically, key governance issues include hiring, supervising or firing the Chief Executive Officer; approving major strategic decisions; meeting with shareholders; establishing executive compensation; making decisions about mergers and acquisitions; assessing the viability of potential takeover bids; taking action if the corporation fails; overseeing financial reporting and audits; nominating board candidates; and refining board rules and policies. In these fragile instances, you would obviously benefit from corporate governance counseling.

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