Securities & Corporate Governance

Our lawyers represent publicly-traded and privately-owned businesses in matters involving securities regulation and corporate governance. We represent issuers, underwriters, selling and controlling shareholders and other market participants. Our lawyers provide advice on all phases of capital markets transactions, including:

  • Corporate structuring, governance and executive compensation advice
  • Structuring, timing and tax planning advice in anticipation of transactions
  • Negotiation of underwriting or purchase agreements, trust indentures and other transaction documents
  • Registration Statements and Prospectus/offering circular preparation
  • Regulatory and corporate law advice

Our practice includes:

  • Debt exchanges and debt restructurings
  • Going private transactions
  • Private placements and Rule 144A/Regulation S offerings
  • Spin-off, split-off and carve-out transactions
  • First time listings and initial public offerings
  • Equity and hybrid products
  • High yield debt offerings and acquisition financing
  • Investment grade debt offerings

We have extensive experience advising clients in connection with corporate governance and board of directors and board committee members. We also assist our corporate clients in developing and implementing customized compliance and ethics programs and policies that address issues arising under the Sarbanes-Oxley Act and securities laws, focusing on each client’s needs to produce a tailored and integrated compliance structure for the client’s business. We have experience conducting internal investigations, including those in connection with employee whistleblower complaints, Section 10A of the Securities Exchange Act of 1934 and other sensitive matters as well as representing clients in governmental investigations and civil and criminal actions involving compliance issues. Additionally, we provide comprehensive training opportunities for directors, senior executives and employees across a broad range of areas.

Our deep understanding of the underlying regulations and the diverse business practices of a broad cross section of companies allows us to avoid the one-size-fits-all approach and tailor our advice to the specific needs of each client. In addition, our attorneys remain current on changes in the market affecting our clients in order to provide the most relevant and timely counsel available.

Our Clients

Our clients include energy companies, technology and telecommunications companies, manufacturing entities, real estate companies, retailers, financial institutions, health care companies, investment banks, and other businesses with publicly traded securities and capital needs. We have extensive experience working with the SEC, as well as the New York Stock Exchange and NASDAQ. We also serve as special counsel to boards of directors, audit, compensation and governance committees, as well as special committees formed in connection with particular transactions.

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People (662)

Peer Reviews

  • 4.8/5.0 (358)
  • Legal Knowledge

    4.9/5.0
  • Analytical Capability

    4.8/5.0
  • Judgment

    4.8/5.0
  • Communication

    4.8/5.0
  • Legal Experience

    4.8/5.0

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*Attorneys who only have peer reviews prior to April 15, 2008 are not displayed.

Client Reviews

  • 4.6/5.0 (17)
  • 88% (15)
  • Communication

    4.6/5.0
  • Responsiveness

    4.7/5.0
  • Quality of Service

    4.6/5.0
  • Value for Money

    4.6/5.0

See All 17 Reviews See All 17 Reviewed Attorneys »

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Diversity

Troutman Sanders embraces diversity as a cornerstone of our future. It means, in part, a commitment by all of our attorneys and all other personnel to a shared vision and the establishment of a workplace environment that is fully inclusive. The Firm values diversity in that it enables the Firm both to take full advantage of the knowledge and talents of a multicultural team in order to meet and exceed individual and business goals and client expectations, and to meet the Firm’s obligation to provide the broadest possible range of opportunities to the members of the communities served by the Firm.

Troutman Sanders defines diversity as an environment of inclusion, in which race, color, religion, sex, age, sexual orientation, gender identity, national origin, citizenship, disability, background and social and ethnic group differences are accepted and valued, and all members of the Firm can contribute to their fullest potential to achieve the Firm’s business goals.

Troutman Sanders supports many initiatives that foster an inclusive environment and help all its personnel balance commitments to clients and family:

Domestic Partnership Benefits

Troutman Sanders offers domestic partnership insurance benefits and has a longstanding policy against discrimination on the basis of sexual orientation.

Women’s Forum

The Troutman Sanders Women’s Forum is a framework to increase the visibility of our women lawyers and their accomplishments, provide expanded professional and business development opportunities, and provide a supportive environment for the continued recruitment, promotion and retention of women lawyers firm-wide.

Moms' Group

The Moms' Group at Troutman Sanders includes both full and part-time women lawyers with children of all ages and provides the opportunity to discuss issues of common concern among a support network such as part-time employment options with the firm and child-care providers.

Charitable Giving

The firm allocates a significant amount of its annual charitable, diversity, and civic contributions budget toward nonprofit organizations and bar associations with a diverse constituency or whose mission directly influences the issue of diversity.  These organizations include the Latin American Association, National Association of Chinese Americans, Stonewall Bar Association , Georgia Hispanic Chamber,  National Asian Pacific American Bar Association (NAPABA), National Association of Women Lawyers (NAWL), Equality Virginia,  Stakeholders, Inc., Puerto Rican Legal Defense and Education Fund, Mexican American Legal Defense and Education Fund (MALDEF), YWCA, HRNEW, The Urban League, and Catalyst, Inc.

Recruiting

Troutman Sanders proactively recruits a diverse team of lawyers by visiting law school campuses and participating in minority job fairs, including the Lavender Law Job Fair, Southeast Minority Job Fair, Mid-Atlantic BLSA Minority Job Fair and Virginia Bar Association Minority Job Fair.  The firm also sponsors a variety of associations that connect minority law students to internships and job opportunities in the legal industry. 

Ongoing efforts to promote and foster an inclusive environment are lead by the Troutman Sanders Diversity Committee. Its primary goals are to implement the firm’s philosophy on diversity, ensure a welcoming workplace for all personnel, and make an impact on the community through charitable giving and pro bono service.

Members of the Diversity Committee are:

Sallie A. Daniel, Chief Diversity Officer
Ronald R. Ross, Chairperson **
Pamela S. Belleman ** 
Robert L. Bourguignon **
Julie L. Burgener **
Albert C. Hwang **
Molly F. James **
Jennifer Mathis **
Joseph M. Parker **
John M. Ramirez **
E. Fitzgerald Veira **
Sonia K. Bain
Sandra L. Brown
Michael D. Hobbs, Jr.
Roscoe C. Howard, Jr.
Prashant K. Khetan
M. Kevin McCusty
George L. Scruggs
Rebecca W. Shanlever
Wendelin W. Silliman
Anthony F. Troy
Jerome Walker
Farah S. Ahmed * 
Meredith N. Baron *
George G. Booker *
Alonso J. Cisneros *
Tameka M. Collier *
Sara H. Doran *
Kaleen Serena Ford *
Becki F. Kieffer *
Adam S. Libove *
Christina M. Lucio *
Nora Garcia Nickel *
Tashwanda C. Pinchback *
S. Kaveh E. Rashidi-Yazd *
Jimmy R. Rock *
Tania S. Sebastian *
Ashante Latanya Smith *
Matt J. Sperling *
Juliet G. Sy * 
Whitney S. Waldenberg *

* Elected by Associates
** Office Committee Chair
 

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