Investigations and Board Counseling

Weil is widely recognized for its expertise in corporate governance counseling, helping our clients combine best practices and practical judgments in governance and disclosure matters to withstand today’s heightened scrutiny and litigation risks, litigate corporate governance claims in a variety of contexts, advise with respect to internal reviews and investigations, and develop robust compliance programs.

Notable Representations, Key Contacts

Working in close collaboration with our corporate partners in our Public Company Advisory Group, our litigators counsel – and defend in court – many of the world’s largest corporations and their executive officers, boards, independent committees and investors concerning all aspects of corporate governance. Among many other topics, we regularly advise with respect to:
  • Board Composition, Leadership and Function
  • Director Roles and Responsibilities
  • Business Judgment Rule
  • Indemnification and Advancement of Legal Fees
  • D & O Insurance
  • Shareholder Books and Records Demands
  • Shareholder Demands for Litigation
  • Governance of Controlled Companies
  • Controlling Shareholder Transactions
  • Takeover Defenses
  • SEC Reporting and Public Disclosure
  • Sarbanes-Oxley and Dodd-Frank Requirements
  • NYSE and Other Listing Requirements
  • Crisis Management
  • Insider Trading
  • Whistleblower Policies and Procedures
  • Major Regulatory Issues, including the Foreign Corrupt Practices Act and the False Claims Act
  • Executive Compensation
  • Complaints of whistleblowing, discrimination, harassment, and other workplace violations
  • Highly sensitive issues involving senior executives and board members
  • Product recalls
  • Social media and other company policies

We draw on the experience of a cross-disciplinary team consisting of leaders from across our Litigation department to provide seamless advisory capabilities on an on-demand basis.

Selected Representations

American Express

Bed Bath & Beyond

Krispy Kreme

The Children’s Place

J.P. Morgan

Leading Retailer

National Public Radio

Restoration Hardware

A Private University

Confidential Hospitality Industry Client

Massey Energy Co.

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Recent Announcement

Securities Litigation partner Stephen Radin is considered a leading expert in the area of shareholder demands and director duties. He is the author of the four-volume treatise, The Business Judgment Rule: Fiduciary Duties of Corporate Directors, which is regularly cited in court decisions regarding shareholder demands.

In 2015, Global Investigations Review named Weil among the top 40 firms globally for corporate investigations based on its breadth of investigations experience, global network and presence, prestigious client list, and excellent track record.

Ranked Tier 1 for Corporate Governance Law in New York, San Francisco and Washington, D.C.

US News – Best Lawyers “Best Law Firms” Survey, 2016

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