Snell & Wilmer L.L.P.

  • Established in 1938
  • Firm Size 479
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SEC Reporting and Corporate Governance

Client and Industry Challenges

From managing board fiduciary duties and drafting offering and disclosure documents to ensuring compliance with SEC and other regulatory standards, public companies have unique and complex legal needs that often require the assistance of experienced counsel.

Snell & Wilmer has one of the leading SEC reporting and corporate governance practices in the western United States, and our practice group prides itself on its responsiveness, efficiency, candor and technical expertise. Because of our commitment to our clients, our firm has been named a “Go-To” Law Firm® in Corporate Counsel, a national magazine for general counsel, and has been recognized by Corporate Board Member magazine as the number one law firm to work with in Phoenix for 12 consecutive years.

Areas of Service

Key aspects of our practice include:

SEC Periodic Reporting: We counsel clients on a variety of reporting and disclosure issues relating to SEC disclosure and our clients include a wide spectrum of companies and industries, from Fortune 500 Large Accelerated Filers to "Smaller Reporting Companies." Key aspects of our practice include counseling companies with respect to their SEC reporting obligations for:

  • Annual Reports on Form 10-K
  • Quarterly Reports on Form 10-Q
  • Periodic Reports on Form 8-K
  • Proxy statements
  • Executive compensation reporting and disclosure
  • Section 16 reporting (i.e., Forms 3, 4 and 5)
  • Regulation FD (fair disclosure)
  • Regulation G (non-GAAP financial measures)
  • Section 13(d) (e.g., Forms 13D and 13G)

We also work closely with our clients in their interactions with the SEC, such as the SEC Staff Comment Letter process, as well as securities exchange listing standards and governance rules (e.g., NYSE and NASDAQ). Our attorneys are also adept at handling particularly sensitive matters such as internal investigations, whistleblower complaints, restatements and issues involving accounting and auditors.

We regularly work closely with members of other practice areas and can rapidly field an emergency response team during times of corporate crisis to ensure that issues relating to all constituencies (shareholders, creditors, customers, public relations, employees, potential class action plaintiffs, SEC, U.S. Department of Justice, state law enforcement, etc.) are considered and balanced.

Our practice routinely handles disclosure matters relating to fundamental and entity-changing events. We also counsel public companies on their disclosure and strategic considerations relating to hostile tender offers, issuer tender offers, hostile proxy contests for board control, shareholder proxy proposals and, of course, negotiated merger and acquisition transactions.

Corporate Governance: Our SEC reporting and corporate governance practice counsels clients on a wide array of corporate governance-related matters, including:

  • Board independence
  • Fiduciary duties
  • Board qualifications and composition
  • Board committee structure and independence requirements
  • Committee charters
  • Corporate governance principles and practices
  • Codes of ethics
  • Whistleblower policies
  • Clawback policies
  • CEO and senior management succession policies
  • Insider trading policies
  • Rule 10b5-1 Plan policies
  • Articles and bylaws review and maintenance
  • Related party transaction policies and considerations
  • Conflicts of interest

Clients We Serve

Our lawyers have extensive experience in advising a broad range of clients on SEC reporting and corporate governance. We advise large and small public companies concerning SEC disclosure (i.e., the Securities Exchange Act of 1934). We also advise senior management and boards of directors (including key board committees such as audit, compensation and governance) on a wide range of issues relating to corporate governance, board and committee structure, fiduciary duties and relationships with key shareholders.

Why Clients Select Us

Client-Focused Approach:
Our SEC reporting and corporate governance attorneys strive to build and maintain strong client relationships. We are deeply committed to learning about the unique operations and culture of each of our client’s businesses, because we understand that this knowledge gives us insight into our clients' needs and goals, enabling us to deliver high quality, tailored and effective results.

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Peer Reviews

4.8/5.0 (720 reviews)
  • Legal Knowledge

    4.8/5.0
  • Analytical Capability

    4.8/5.0
  • Judgment

    4.8/5.0
  • Communication

    4.8/5.0
  • Legal Experience

    4.8/5.0
  • 5.0/5.0 Review for Mr. Robert Feinberg by a Judge on 05/03/13 in Civil Litigation

    Mr. Feinberg was in the public sector when he joined my firm in the early to mid 1990s. I was very impressed with him then and, when I left private practice to take the bench, I know that he continued to have an excellent reputation working at his pr... Read more

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  • 5.0/5.0 Review for Nathan Davis by a Managing Partner on 04/15/13 in Civil Litigation

    This is one of the best and most honest lawyers I have opposed in many years. He has talent beyond his years.

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Diversity

Snell & Wilmer has a deep and longstanding commitment to developing, maintaining and fostering an inclusive and accepting environment rich in diversity. By hiring and retaining a diverse group of attorneys whose collective talents and creativity are drawn from a broad cross-section of backgrounds and outlooks, we enhance our ability to offer superior legal services to our clients.

To boost our efforts, Snell & Wilmer’s Attorney Development, Hiring, and Diversity Committees will ensure that the firm continues to value and promote diversity through focused hiring, development and community efforts.

Commitment to Students

Snell & Wilmer believes that its efforts to reach out to students at every level will increase diversity within the legal profession. Snell & Wilmer is committed to fostering relationships with students.

In our Phoenix, Tucson, Las Vegas, Salt Lake City, and Denver offices, Snell & Wilmer hires diverse law students as interns in connection with the firm’s support of area law schools’ diversity legal writing programs. Current diverse attorneys are involved with the selection of the students and in the administration of the program. The intern is assigned several written projects and receives feedback from assigning attorneys. The intern also is paired with mentors at the firm who coordinate social meetings with partners from various practice groups throughout the internship to assist in developing the intern’s understanding and exposure to various types of legal work. Interns also have opportunities to attend hearings, depositions, and meet clients.

For the past several years, Snell & Wilmer has led the efforts in Arizona for the American Bar Association Section of Litigation’s Judicial Internship Opportunity Program. This nationwide program enables diverse and economically-disadvantaged second-year law students to obtain a judicial internship during one summer. A large component of the program includes mentoring and administrative efforts to offer social activities throughout the summer. Snell & Wilmer attorneys participate in this program as mentors, as social programming coordinators, and as the lead contacts for questions from the Phoenix students.

As part of its focus on encouraging diverse students to pursue legal careers, Snell & Wilmer’s attorneys engage in multiple in-person activities with high school and elementary students. For example, Snell & Wilmer hosts high school students interested in a legal career and their families for a reception and tour of the firm. Additionally, attorneys attend career fairs at local high schools that have a major concentration of ethnically diverse students in an effort to encourage interest in a legal career. Snell & Wilmer also has partnered with a Phoenix elementary school to provide math and reading tutors and to invite the students for a day at the office.

Several attorneys also participate in the MentoRing program in association with the Hispanic National Bar Association and the Arizona State University Sandra Day O’Conner College of Law. The MentoRing program partners minority undergraduate and law students with practicing attorneys in an effort to provide multi-layered mentoring.

Snell & Wilmer’s Diversity Committee is working to establish and implement the Snell & Wilmer Pre-Law Program targeted at diverse undergraduate students. In 2009, the Diversity Committee implemented the LSAT Scholarship component of the Pre-Law Program and awarded three scholarships to diverse students to attend an LSAT preparation course of their choosing. The Diversity Committee looks forward to growing this program in 2010.

Commitment to Community

As a corporate member of the Diversity Leadership Alliance ("DLA"), Snell & Wilmer participates in promoting and furthering diversity in the work place by exchanging ideas regarding diversity initiatives with other businesses. Membership in DLA allows Snell & Wilmer to participate in monthly seminars focused on diversity topics.

Snell & Wilmer is also a signatory to the Colorado Pledge to Diversity. In 1993, as a result of the collaborative efforts of twenty-three Denver law firms, a plan was launched to significantly increase the number of racially and ethnically diverse attorneys recruited, hired and promoted by law firms in Colorado. These law firms signed a Pledge to Racial and Ethnic Diversity in Colorado Law Firms and meet regularly to determine the means in which to achieve the goals set forth in the pledge. Some programs and activities have been: (1) hiring a first-year diverse law student as a summer intern; (2) co-sponsorship of annual Diversity in the Work Place Reception; (3) award of four book scholarships to local diverse law students; and (4) sponsorship of the annual Rocky Mountain Minority Legal Career Fair.

Snell & Wilmer attorneys personally involve themselves with organizations dedicated to diversity, including Women Lawyers groups, Minority Bar Associations, and Human Rights groups dedicated to the LGBT community. Additionally, attorneys are actively involved with area volunteer lawyer groups and organizations that address legal issues affecting minorities and under-represented groups, including the Judicial Council Task Force on Racial and Ethnic Fairness in the Criminal and Juvenile System.

Commitment to Professional Development

All associate attorneys are provided with a Coach (mentor) to guide them through all stages of their associate careers - from first-year challenges to partnership consideration. Coaches are provided materials designed to support them in their role. Coaches are expected to check-in with associates on a regular basis and engage in discussions with the associate concerning firm culture and the practice of law. Coaches also are responsible for fostering connections with other partners throughout the firm and various practice groups. The firm encourages informal mentoring among its attorneys and promotes various social events, both firm-wide and practice group-specific, to develop and strengthen interpersonal relationships and relationships with families. Additionally, the Attorney Development Manager checks-in with attorneys to assess the firm’s efforts of inclusion and whether changes to the mentoring relationship are necessary.

Named for Snell & Wilmer’s first woman partner, the Mary Leader Women in Leadership Program aims to promote women inside and outside of the firm through events in each of our offices. Examples of past events include afternoon lunches, a spa day, networking events with clients, golf clinics, and an annual holiday party.

Commitment to Family

Snell & Wilmer is committed to providing our attorneys with a meaningful opportunity to balance professional and personal demands. The firm offers 12 weeks of paid maternity and paternity leave to attorneys for the birth or adoption of a child. The firm recognizes that, at times, attorneys may have family obligations or personal needs that may merit either adjusting or reducing their work schedules. As a result, the firm considers alternative work arrangements on a case-by-case basis. The consideration of proposals will take into account the needs of the attorney, the practice group, the firm, and our clients.

Domestic Partner Benefits are provided to same-sex couples of both attorneys and staff.

Additional Information

For additional information about Snell & Wilmer’s diversity programs, initiatives and efforts, please contact the Chairperson of Snell & Wilmer’s Diversity Committee, Monica Limón-Wynn.

 

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