Attorneys with Hands-on Corporate Governance Experience

Helping companies in Ohio wisely address corporate governance issues

Corporate governance is the set of best practice rules that company officers, managers, and executives need to follow. The rules balance the various corporate relations — management, shareholders, customers, vendors, lenders, the government, and the public. Some rules are specific, such as government regulations and company bylaws. Other rules can change as the company develops and expands. Corporate governance addresses the fundamental ways in which businesses make decisions that affect the company in any way.

At Gertsburg Licata, many of our lawyers have worked as in-house counsel so we know corporate governance from the inside. We have also advised and litigated corporate governance matters as outside counsel. Our Cleveland corporate governance attorneys advise the members of the board of directors, in-house counsel, the corporate officers, and key executives about what rules are required, which ones are advisable, the risks for each type of decision, and the best way to implement these rules so they become part of the corporate culture.

Common corporate governance rules

Some of the issues we review with the various members and management of any sized corporation are:

  • How the board of directors is composed
  • The duties of the members of the board of directors
  • Succession planning for directors and senior executives
  • Risk management
  • Executive compensation
  • Bylaws and charter reviews, including updates
  • Conflicts of interest
  • Hostile takeover strategies
  • Investigations by the government, such as whistleblower or consumer investigations
  • Shareholder complaints
  • Proxy contests
  • Fiduciary duties
  • Reporting obligations

We pay special attention to regulatory compliance issues at the local, state, national, and foreign levels. Some of the regulations we counsel corporations about are the Sarbanes-Oxley Act, the Dodd-Frank Act, the Foreign Corrupt Practices Act, and the rules of the U.S. Securities and Exchange Commission. Our corporate governance lawyers also work to help corporations do the necessary due diligence required for corporate restructuring and other business transactions.

We examine corporate governance from the vantage point of each interested party, inside and outside the company, so an overall plan that meets all governance challenges is in place.

Get professional legal guidance for all your corporate governance issues today

Our Cleveland corporate governance lawyers at Gertsburg Licata understand how corporations are formed, how they function, what obligations they have, and how they must make sure the corporation benefits the shareholders and customers as well as serve the needs of the business. We help companies review and strategize their needs. Our attorneys also litigate when there are court or government challenges to the current corporate governance structure. For help with all phases of corporate governance, please call us at 216-573-6000 or fill out our contact form to arrange a consultation.