Faegre & Benson counsels numerous public and private companies and their boards of directors on corporate governance best practices. We advise corporate boards on oversight and fiduciary responsibilities, board and committee structure, and their fiduciary duties (and appropriate contractual provisions to enable them to satisfy those duties) with respect to mergers, acquisitions and financings. We also assist corporate boards in conducting investigations and crisis management.

We help our clients understand and implement governance practices that comply with the Sarbanes-Oxley Act of 2002, Securities and Exchange Commission rules, and stock exchange standards. We assist in preparing disclosures required for SEC reports and other public documents, and we help our clients structure governance practices that are tailored to the client's business and that complement the client's corporate culture.

Drawing upon our multidisciplinary resources to support clients, our international presence enables us to compare U.S. reforms with changes in other countries and to advise clients on adjusting their compliance programs for application to non-U.S. employees.  In the United Kingdom we are members of the Quoted Companies Alliance.

We advise board committees—including audit, compensation and nominating/governance committees—regarding their responsibilities under SEC and stock exchange regulations. We assist board committees in dealing with their relationships with outside auditors, compensation consultants and other third party advisors.

For clients drafting and implementing policies and procedures, we provide counsel along with model documents outlining compliance requirements, and we advise clients on enforcing those procedures.

We help clients respond to shareholder activism, avoid litigation and improve corporate governance ratings.

We also advise private companies on measures that may boost their value, often in preparation for initial public offerings. We advise venture capitalists and investment banks regarding the impact of regulatory requirements as well as the corporate environment for financing transactions. We also advise nonprofit organizations on how corporate governance reforms impact their own boards.