Corporate governance is increasingly becoming a source of concern for clients - particularly those with international businesses.
A key issue is being aware of the requirements of several different jurisdictions and taking account of them when structuring and running the business. Failure to observe and implement these compliance obligations can result in personal liability for officers and boards of directors.
Our corporate advisory team helps clients navigate their way through the web of compliance issues affecting their businesses. These include rules on board constitution and operation, compliance with Stock Exchange or UK Listing Authority rules, money-laundering, financial services regulation and communication with investors.
We work with directors of public and private companies, and their shareholders or potential investors. We also advise investment banks, corporate finance advisers and brokers on the interpretation of UK Listing Authority rules, the AIM rules, US Securities laws and the rules of various US Securities exchanges.
We have guided a number of international companies quoted in London on the application of the relevant stock exchange rules, highlighting how they compare with the client's local corporate governance requirements. We also have extensive experience advising officers and directors of US companies on the implications of the Sarbanes-Oxley Act of 2002 and other US corporate governance requirements.
We also advise boards of directors, shareholders and senior management of private companies, both domestic and international, on their respective corporate constitutional, fiduciary and commercial relationships to one another, as well as to the companies' employees and auditors.
- Acting as special counsel to the independent directors of a publicly traded limited partnership in connection with its consideration and approval of an acquisition proposal.
- Advising the board of a private company in connection with a restructuring in which certain shareholders would gain control.