Corporate Governance

Our Services

Sonnenschein maintains a preeminent practice representing public and private companies and other entities, and their directors and officers, regarding the entire spectrum of corporate governance and regulatory issues.  Our emphasis on proactive planning and compliance assessment helps protect clients from legal violations or issues that would adversely affect their business operations or stockholder value.  Our Corporate Governance Practice draws on attorneys with experience and expertise in a wide range of legal disciplines, including corporate, securities regulation, litigation, public law and policy strategies, regulatory specialties, executive compensation, employment and white-collar crime.

Our response to the ever-growing complexity of the corporate governance landscape is to help clients understand and comply with new laws and long-standing requirements so they can protect their hard-earned reputations.  We regularly advise boards and board committees, as well as executive officers and other members of management, on complex corporate transactions, mergers, proxy contests, takeover defenses, and the most sensitive fiduciary duty and liability issues.

We routinely advise companies on day-to-day internal governance issues, shareholder relations and compliance with the full range of laws, rules and regulations covering corporate governance and fiduciary duty matters, including the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, Delaware corporate law and other state laws, and the rules and regulations of the New York Stock Exchange, NASDAQ and other exchanges.  From drafting state-of-the-art charters, alerting clients on changes to the law or best practices to advising regarding potential takeovers, conducting corporate governance audits and other sensitive matters, our attorneys strive to provide practical legal advice to company boards, committees and in-house counsel.

If a governmental authority or other person alleges wrongdoing, we provide vigorous and effective representation of the company, its directors and employees.  Our lawyers include attorneys who have held positions with the Securities and Exchange Commission’s Divisions of Enforcement and Corporation Finance in Washington, D.C., and other regulatory authorities.  This experience enables us to work more effectively with the SEC and other regulators in connection with matters that may affect our clients.

Our Experience

Our attorneys represent companies in a wide spectrum of industries, including companies completing IPOs, small- and mid-cap companies and members of the Fortune 500.  We provide services to clients with no internal legal staff as well as large market capitalization issuers with substantial internal compliance teams.  For some companies, we provide virtually all of their corporate legal advice, while for other clients we complement an existing inside legal team with advice on specific issues or projects.  We tailor our approach to the requirements and circumstances of our clients.  The experience of our lawyers also enables us to serve the governance needs of companies in regulated industries, such as life sciences, communications and financial services.

We also have extensive experience advising closely held enterprises in many different industries regarding governance matters.  We view representing family-owned and closely held companies as a vitally important part of our practice, requiring the same creativity and efficiency as our largest clients.  Historically, our representation of a number of major publicly held companies began when they were closely held enterprises.  Our lawyers also regularly counsel clients regarding governance matters of particular significance to limited liability companies, joint ventures and strategic alliances.

Our Value

We demonstrate our dedication to clients by delivering the same high levels of service and representation to all clients, from Fortune 500 corporations to entrepreneurial, family-owned businesses, with numerous long-term relationships as proof of our commitment.