Public Companies Counseling + Compliance

We are acknowledged thought leaders in the areas of corporate governance, executive compensation, and disclosure issues relating to public companies. And we have been so for a very long time. Our public companies practice focuses on representing public companies and their boards of directors in all aspects of regulatory compliance and corporate governance. We advise on securities disclosures and reporting, and on compliance issues, including Sarbanes-Oxley and related SEC and SRO regulations.

We are primary outside counsel to over 100 public companies. We advise public companies at all stages, from the newly public to the Fortune 500. We have always valued the opportunity to work with amazing clients that have big ideas. Assisting emerging and newly public companies is among the most interesting, and often most exhilarating work we do. Experience has taught how to deliver the legal services that our emerging and smaller public company clients need at a cost they believe represents good value. Larger companies also appreciate our efficiency, quality of service and depth of knowledge. Our lawyers are able to act as virtual in house counsel or as specialists in the most innovative transactions.

Through our active representation of issuers, we have an understanding of emerging accounting and disclosure issues and engage in frequent dialogue with the SEC and the securities exchanges on disclosure and compliance matters. We have an active corporate governance practice, serving as special counsel to Boards of Directors, independent directors, and special committees. Our corporate lawyers often team with our securities litigators in matters relating to outside investigations, disclosure and compliance, and potential conflict situations. Our resources include our in-house forensic accounting services group, led by a Certified Public Accountant, Certified Fraud Examiner, and former Big Four audit partner, to assist in identifying, interpreting, and clarifying financial and accounting matters.

We also regularly represent public companies in their mergers and acquisitions, joint ventures, strategic alliances, securities offerings and other capital-raising activities, as well as product distribution, and licensing. We have vast experience in certain industries, such as consumer products, energy, clean technology, renewable energy, financial institutions, life sciences, REITs, retail, technology (information technology, computer products and peripherals, semiconductors, and software) and telecommunications and media. The legal work relating to companies in these disparate industries has something in common—that is, that working effectively with companies in these industries requires proficiency in a number of areas that are core components of what we have done for decades and in which we are known to excel. Among such areas, bank regulatory, intellectual property, real estate, and technology transactions, come to mind.

Our counseling and compliance work includes:

  • Preparation and review of annual, quarterly and current reports;
  • Preparation and review of documents used in connection with shareholder meetings;
  • Planning for shareholder proposals, contested elections and other forms of shareholder activism;
  • Representation in connection with all securities regulatory matters;
  • Advice concerning all forms of employee equity compensation and benefit programs;
  • Counseling boards of directors and special committees dealing with corporate governance issues and special investigations of all types.

Named to the 2018 list of ”America’s Best Corporate Law Firms” as designated by directors and general counsel of publicly-traded companies
(Corporate Board Member/FTI Consulting)

“They understand reciprocity, give good advice and are definitely effective in moving things along.”
(Chambers USA 2016)

“They are subject matter experts”
(Chambers USA 2016)

“Morrison & Foerster LLP is ‘very much in tune with the tone of the markets’, providing ‘a world-class service level’”
(Legal 500 US 2016)

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