Corporate Governance

F. Robbe International advises publicly-traded corporations and their boards, independent directors, board committees and management on a wide range of corporate governance issues. In the U.S., traditional client concerns surrounding corporate governance have been magnified by the Sarbanes-Oxley Act, the corporate governance rules of the NYSE, NASDAQ and AMEX and the other regulatory initiatives taken in response to the failure of a number of major U.S. corporations and deficiencies noted by the regulators across the corporate landscape. 

Our advice addresses the following issues, among others:

• Director qualification standards, including the expanded emphasis on director independence and audit committee qualifications;

• Composition and scope of key independent board committees – audit, nominating/corporate governance and compensation;

• Expanded audit committee responsibilities, including auditor independence analyses;

• Disclosure controls and procedures;

• Development of corporate governance principles, as well as committee charters;

• Development of codes of conduct, including insider trading policies, guidelines and programs, and corporate compliance programs;

• Development of document retention policies, guidelines and programs;

• Policies and procedures for meetings of non-management directors;

• Executive compensation issues and disclosure;

• Employee whistleblowing policies; and

• Timing and reporting of stock sales and purchases.