Lane Powell provides skillful and proven counsel to public and private companies from start-ups and emerging growth companies to the Fortune 500. Private and angel investors, venture capital firms and lenders also look to us for our guidance and breadth of experience in many of the Pacific Northwest’s leading industries, such as:
- Apparel and footwear
- Banking
- Biotechnology
- Clean Technology
- Electronic Commerce
- Fisheries
- Forest Products
- Health Care
- Hospitality
- Insurance
- Internet
- Manufacturing
- Renewable Energy
- Retail
- Software
- Telecommunications
Our corporate practice has been recommended by Chambers USA: America’s Leading Lawyers for Business. Chambers’ sources say, “The team has been invaluable to us. They have a strong knowledge of the inner workings of our business, our culture, and what we’re trying to achieve. The quality of their work, timeliness, communications, and other aspects in almost every case have been superior.”
Public Company Representation
Our attorneys have extensive experience in all areas of regulatory compliance and disclosure under the Securities Act of 1934. We routinely advise public companies in preparing their periodic filings with the Securities and Exchange Commission (SEC), including annual reports, proxy statements, Forms 10-K, 10-Q and 8-K, press releases and other shareholder communications. We also regularly interface with the SEC regarding clients’ compliance and disclosure obligations.
We guide companies, their directors and executives in connection with Rule 144 and Section 16 reporting obligations, and we routinely counsel public companies on:
- Compliance with Sarbanes-Oxley, Dodd-Frank and XBRL rules and regulations
- Responding to demands by shareholder activists
- Adopting insider trading policies and executive 10b5-1 trading plans
- Stock repurchase programs, including plans under 10b5-1 and VWAP Plans
- Dealing with shareholder proxy statement proposals
- Responding to SEC comment letters
- Requesting confidential treatment of materials filed with the SEC
- Enterprise risk management and assessment
- Going-private transactions
- Takeover preparedness
Corporate Governance for Public and Private Companies
We regularly advise both public and private clients on a variety of corporate governance matters, including:
- Articles of incorporation, bylaws, partnerships and limited liability company agreements, board committee charters, code of ethics and governance guidelines
- Implementing and executing the annual director self-assessment process
- Director independence assessments
- Developing corporate policies responsive to governance-related exchange listing requirements and SEC regulations
- Developments in the majority vote, shareholder access and e-proxy initiatives
- Director and officer compensation practices and disclosures, including equity compensation guidelines
- The impact of, and compliance with obligations arising under, the Foreign Corrupt Practices Act
- Document retention policies
Extensive Securities Transaction Skills
Our broad securities transactional experience includes the issuance of securities in registered public offerings and private placements, including private placements in public equity (PIPEs) and IPOs, and follow-on offerings — of both equity and debt securities.
Representing issuers, underwriters and investors, our attorneys provide time-sensitive advice and guidance in complying with federal and state securities laws and other requirements, including:
- Compliance with the Securities Act of 1933
- Blue sky law compliance
- SEC registration
- Dealings with rating agencies, trustees and stock exchanges
Lane Powell attorneys counsel public and private companies in ongoing securities compliance in a manner tailored to meet the client’s level of need, internal expertise and available resources.
