Boards of directors can rely on Nyemaster attorneys with comprehensive knowledge of FIDUCIARY, REGULATORY, AND GOVERNANCE ISSUES for companies of all sizes.

CORPORATE GOVERNANCE ADVISORS

Our corporate governance attorneys respond quickly and authoritatively on all aspects of corporate governance issues, using the extensive resources, breadth, and depth of our firm’s practice areas. Our attorneys regularly advise boards of directors for publicly held and private companies of all sizes regarding:

• Fiduciary duties
• Implications and obligations of Sarbanes-Oxley
• Disclosure obligations
• Audit and compensation committee responsibilities and duties
• Day-to-day internal governance issues
• Insider trading compliance
• Shareholder relations
• Charters and bylaws
• Voting agreements
• Capital structure
• Executive compensation
• Director and officer indemnification and insurance coverage
• Confidentiality
• Fairness opinions
• Termination of employees

CORPORATE GOVERNANCE EXPERIENCE

Experience and knowledge guide our representation of public and private companies in the full range of corporate governance legal needs:

• Advise the boards of directors of publicly held companies with respect to their fiduciary duties in connection with the sale of companies.
• Provide ongoing advice to publicly held insurance holding company regarding Sarbanes-Oxley matters.
• Provide ongoing counsel to publicly held insurance holding company’s Audit and Compensation committees.
• Provide ongoing advice to publicly held insurance holding company regarding Securities Exchange Act of 1934 requirements.
• Provide ongoing advice to publicly held insurance holding company regarding stock incentive plan design and administration.
• Provide ongoing advice to an ethanol company and telecommunications company regarding Securities Exchange Act of 1934 requirements.
• Design and implement corporate governance procedures and policies to comply with the requirements of Sarbanes-Oxley, NASDAQ, and the New York Stock Exchange.
• Represent publicly held bank holding company on corporate and securities matters, including counseling on Sarbanes-Oxley matters.
• Advise boards of directors of companies concerning their duty of care, duty of loyalty, independence, fiduciary duties, and directors and officers insurance.