In the past several years, the SEC has substantially increased requirements for the audit committees of public companies. The NYSE, NASD and AMEX have also created requirements for audit committee members. Read this article to see how to navigate these requirements and reform your company's audit committee requirements in light of the Enron debacle.
This excerpt from the chapter on corporate governance in the book Successful Partnering Between Inside and Outside Counsel focuses on the business judgment rule.
Have you ever wondered what you’d need to do first if the SEC began investigating your company? One of the coauthors of this article worked for the SEC and has developed a checklist for you, along with a thorough discussion of the various paths you could take and the pros and cons for each of them. Keep this article handy. It could help you get your heart to start beating again in those first few critical moments when you hear of an impending enforcement investigation.
Have you been noticing that your board has somehow changed, but you can’t quite put your finger on how it’s changed or what, if anything, you should do about it? This article explains the growth process of a board and tells you what help your board may need from you at each stage. You may want to share this article with your CEO.
This article discusses how and when to use special committees in corporate governance matters and offers practical tips for dealing with the issues facing special committees, especially in interested fiduciary transactions.
In re: Caremark International Inc. Derivative Litigation marks an increasing tendency on the part of courts to require a higher level of director involvement in the business affairs of the corporation than has historically been the case. Kathryn A. Finerty, of Universal Foods Corporation, places Caremark in a historical context and examines its significance to in-house counsel advising directors on their duty of care.