Corporate Governance

Munck Wilson Mandala provides guidance to public and private companies and their directors, officers, and shareholders regarding corporate governance issues and corporate “best practices.”

Our attorneys provide counsel and comprehensive solutions regarding a diverse mix of corporate governance matters including complex corporate transactions, fiduciary duties, and disclosure issues. Clients include public and private companies and not-for-profit entities, as well as their boards of directors, audit committees and other special committees.

Our attorneys have experience assisting management in complying with the Securities Act of 1933, Securities Exchange Act of 1934, Sarbanes-Oxley Act, Delaware and other state laws, as well as NYSE, AMEX and Nasdaq regulations.

We are also experienced in advising boards, board committees and executive officers of private and public companies and other entities. As part of our core corporate practice, our lawyers have counseled directors on their fiduciary duties, standards of conduct, liability issues and corporate governance matters, as well as federal securities law compliance matters.

Our Services and Areas of Focus Include:

• Analysis and advice regarding governance policies and internal control systems
• Analysis and advice regarding duties under Sarbanes-Oxley, applicable state law, and traditional governance issues including preparation and review of committee charters, codes of conduct and other compliance materials
• Preparation of periodic filings with the SEC and state securities regulators
• Practices, policies, operations, and legal compliance audits of corporate clients
• Applicable fiduciary duties regarding mergers and acquisitions, going-private transactions, recapitalizations, and other strategic initiatives
• Executive compensation and employee benefit plans