Waller Lansden attorneys provide counsel on corporate governance issues to boards of directors, trustees, senior management and audit committees of public and private for-profit corporations and not-for-profit organizations. Our corporate governance practice reflects a multi-disciplinary approach that, depending on the client’s needs, may include attorneys experienced in a wide range of legal disciplines, including securities law and regulation, mergers and acquisitions, banking law and regulation, corporate finance, corporate restructuring, white collar criminal defense, employment law and executive compensation.
Following the highly publicized cases of Enron, WorldCom and others, the passage of the Sarbanes-Oxley Act of 2002 made the demands of corporate governance more complex. Additionally, the New York Stock Exchange and the Nasdaq Stock Market implemented stricter corporate governance rules and regulations. The challenges facing corporate boards and management teams have been compounded by the rise of activist shareholder groups and institutional shareholders. The evolution of “best practices” also affects corporate governance decisions and practices.
We assist our corporate clients to develop compliance and ethics programs tailored to individual company needs and provide training programs for executives, board members, and employees to help ensure compliance with corporate governance regulations, exchange listing requirements and company policies. Our attorneys also counsel clients in connection with internal investigations, government investigations, disclosure controls and procedures, internal control over financial reporting, D&O liability insurance policy coverage, and document retention and destruction policies and procedures.
