Bingham’s corporate lawyers provide advice to a wide range of clients, including private companies as they prepare for and navigate through the initial public offering process, and Fortune 500 corporations dealing with issues of corporate governance, financial transparency, accountability and public reporting.
Going Public
For a company’s initial public offering, we assist with the pre-IPO planning process, identification and selection of underwriters, preparation of SEC disclosure documents and closing of the offering. Once a company is public, we assist with compliance with SEC reporting requirements, including forms 10-Q and 10-K, and with other securities filings relating to stock option plans, secondary offerings, proxy statements, insider trading reporting and all other SEC filings.
Corporate Governance
We have extensive experience with and understanding of corporate governance best practices, standards that go beyond legal requirements and fiduciary duties to meet the higher expectations of institutional investors. We also can provide advice on board practices and policies, size, composition and compensation. We regularly advise on questions of independence of directors, directors liability, existence and membership of board committees, and auditor independence.
Our Securities Litigation Group provides advice on risk management and director and officer liability insurance matters as well as litigation services in connection with class action and derivative law suits.
A Broad Experience Base
We provide general securities law and corporate advice on a regular basis to large public companies such as Sonus Networks, Inc., Kopin Corporation, Raytheon Company, Boston Scientific Corporation, Waters Corporation, Bank of America, LTX Corporation and Tempur-Pedic International Inc. These companies generally have general counsel staff with substantial securities and corporate experience, but typically involve us in the more novel, esoteric and challenging regulatory disclosure and corporate governance issues.
As a result of this level of activity, we have developed significant experience in all areas relating to public companies, including Sarbanes-Oxley and other regulatory issues. We also keep informed on the latest SEC staff positions and trends on disclosure issues relevant to the preparation of public disclosure documents and corporate governance developments resulting from judicial decisions.