Corporate & Securities

BuckleySandler provides counseling and assistance on corporate and securities matters for financial and other business organizations, covering every phase of a company’s evolutionary cycle. Our lawyers have extensive experience forming and structuring the ownership, management, and other aspects of C and S corporations, partnerships, limited liability companies and joint ventures. We represent both operating and developmental stage enterprises.

We have served as counsel to companies in connection with their issuance and sale of securities in venture capital and other private offerings, and have represented issuers and underwriters in initial and secondary public offerings.

We negotiate and craft various documents evidencing corporate and commercial understandings and transactions including:

  • Vendor, supply, outsourcing, distribution and development contracts
  • Executive employment, non-competition and confidentiality agreements
  • Shareholder agreements
  • Bank and other credit facilities
  • Technology licensing arrangements

Our experience extends to implementing recapitalizations, spin-offs, stock redemptions, proxy solicitations, dissolutions, and similar transactions. We provide advice on corporate governance, including counseling on fiduciary duties of officers and directors and on shareholder relations and disputes.

For publicly traded companies, we assist clients in complying with regulatory requirements under the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act, and other federal and state securities laws, providing advice on matters ranging from:

  • Insider trading
  • Sales of restricted securities
  • Periodic reporting and proxy disclosures, beneficial ownership reporting, and financial and accounting controls
  • Recordkeeping provisions
  • Whistleblowing provisions
  • Proxy contests

We also have represented companies as well as officers and directors in Securities and Exchange Commission and state securities agency investigations and enforcement proceedings.