Corporate governance failures in the past have driven a trend towards more rigorous process and greater transparency that is set to continue, making it critical for companies to maintain the highest standards of compliance and for boards to be confident in their decision making.
We work alongside our clients' management and legal teams, providing tailored advice on legal and regulatory requirements, emerging trends and market best practice, including compliance with domestic and international corporate law and governance. We have particular expertise working with boards, general counsel, and company secretary and compliance teams to advise on corporate governance and regulatory compliance matters.
We advise on directors’ duties and liabilities, board composition and board policies, market disclosure and related procedures and systems, director and senior executive contracts, remuneration structures and disclosures, including employee share plans and incentive arrangements, annual reports and annual general meetings, shareholder meetings and communications generally and internal capital management initiatives such as buy-backs, capital reductions and dividend reinvestment plans.
When high-profile reviews of corporate-governance practices are conducted in the financial services sector, Herbert Smith Freehills will be involved. Two of the most high-profile UK reviews in recent years are the Kelly Review (An Independent Review of The Co-operative Bank) and the Salz Review (Review of Barclays' Business Practices). In both cases we advised the independent reviewer on a wide variety of governance issues, including risk-management practices.