Home
Practices & Industries
Public Companies

中文

Many features of this site require JavaScript. Learn how to enable javascript.

Public Companies

We help you manage being a public company in a practical, efficient, hands-on manner that is consistent with your business objectives.

View The Ticker Blog Here

MAIN CONTACT

John Houston

Email: jhouston@fredlaw.com
Office: 612.492.7392

Melodie Rose

Email: mrose@fredlaw.com
Office: 612.492.7162

Subscribe for Public Companies Updates

What We Do

A Style You Will Appreciate

At Fredrikson & Byron, we’ve built a reputation as the firm “where law and business meet,” which means understanding our clients’ businesses, industries, and unique needs is at the heart of our mission. We focus on managing your SEC-related obligations in a practical, efficient, hands-on manner that is consistent with your business objectives.

Here is how our style works for you:

Practical business solutions that focus on your business and provides legal advice that gets results
Creativity that draws from deep and broad experience and our understanding that great solutions are not always complicated or expensive
Relationship-focused approach that works with you to find solutions to accomplish your goals
Excellent service using a cost-effective and dedicated team approach to ensure responsiveness

Fredrikson & Byron’s Public Companies group helps companies, directors and shareholders manage their SEC and stock market filings and obligations, internal compliance procedures, corporate governance matters and transactions. Our client base includes established businesses and growth companies in a wide range of industries such as life sciences, manufacturing, distribution and retail. With each client, we strive to find the solutions it needs to reach its business goals.

Our team of more than 20 attorneys and paralegals understands the needs of public companies and their directors and shareholders. Each client receives the benefit of deep bench strength coupled with a focus on delivering responsive, cost-effective and tailored service. We are flexible in our styles and routinely work with CFOs, controllers, in-house attorneys and other SEC and financing service providers.

Experience

Experience That Works For You

You can access our deep experience with any of the following services:

Public Company Reporting

Periodic and annual reports
Compensation and benefits disclosures
Sarbanes-Oxley and Dodd-Frank compliance
Compliance with NYSE, Nasdaq and other market listing requirements
Confidential treatment requests, no-action letters and responses to SEC comments
Shareholder proposals and activism
Insider trading and other compliance policies
SEC investigations and enforcement

Board and Management Advice

Advise boards and committees on structure and duties
Manage relationships between the board, shareholders, management and other corporate constituencies
Executive compensation and employee benefits
Evaluate conflicts of interest and corporate opportunity issues
Corporate, legal and ethical investigations and compliance reviews
Board and officer fiduciary duties
Board composition, procedures and charters
Directors’ and officers’ liability and insurance

Shareholder and Investor Relations

Proxy statements
Annual meetings
Shareholder and market communications
Share repurchase programs

Beneficial Ownership Reporting

Prepare and file Section 13 and 16 reports
Advise on beneficial ownership reporting requirements
Short-swing profit issues

Transactions

Public offerings and private placements
Venture capital and institutional investments
Mergers, acquisitions, divestitures, spin-offs and going private transactions
Negotiating underwriting and other financing agreements
Assistance with valuation
Shareholder agreements
Evaluate financing alternatives and assessing organizational structures

Representative Clients

We are primary SEC counsel, and also serve as special SEC and committee counsel, to many public companies located in Minnesota and throughout the United States. Our services reach a wide-range of public companies including pre-revenue companies and smaller reporting companies such as Arno Therapeutics and Sajan, mid-cap companies like Arctic Cat and Titan Machinery and large, mature companies such as Medtronic. Our clients include:

Public companies
Private companies seeking to access the public markets
Boards of directors and special committees
Shareholders
Strategic and venture capital investors

News & Articles

Help for Audit Committees Overseeing Implementation of New Lease Accounting Standard

June 26, 2018

Many public companies are unprepared for the January 1, 2019, deadline for implementation of the new lease accounting standard.

Coalition Formed to Coordinate Pushback on ESG Activism

June 26, 2018

The Main Street Investors Coalition was launched in response to the recent shift of institutional investor focus to environmental, social and governance issues.

Using ‘Nudges’ to Promote Ethical Behavior

June 26, 2018

A recent article in The Wall Street Journal examines the emerging trend of corporate ethics and compliance officers using “nudges” to promote ethical behavior among employees.

Navigating the Controversy Surrounding Record Stock Buybacks

June 26, 2018

Record-setting stock buybacks following enactment of the Tax Cuts and Jobs Act have riled critics.

Focus on the Handling of Internal Reports of Cybersecurity

June 26, 2018

Recent SEC activity around cybersecurity has led to increased focus on internal reports of breaches and vulnerabilities and the attendant internal control deficiencies.

DOJ Announces Opposition to “Piling-On” Penalties

June 26, 2018

In a May speech, Deputy U.S. Attorney General Rod Rosenstein announced the DOJ’s policy to avoid the application of duplicative penalties by multiple regulatory bodies.

Virtual Shareholder Meetings in 2018: Facts, Figures and Best Practices

May 7, 2018

Virtual shareholder meetings continue to rise in popularity, with 236 companies holding virtual meetings in 2017 and at least 300 expected to do so in 2018.

In Stunning Rebuke, GE Shareholders Show Auditor Ratification is Not Always a Routine Matter

May 7, 2018

On April 25, shareholders of General Electric Company (GE) approved KPMG LLP as the company’s auditor for another year, but only by a margin of 65 percent “for” to 35 percent “against.”

Yahoo! to Pay $35 Million Fine for Failing to Disclose Massive 2014 Cybersecurity Breach

May 7, 2018

The SEC says it will not second-guess good faith judgments about whether, when and how public companies should disclose cybersecurity breaches, but its April 24 announcement of a $35 million settlement shows that sufficiently egregious disclosure failures will be punished.

Shareholders Continue to Promote the ‘Universal Proxy’ Idea

May 7, 2018

With the so-called universal proxy rule stalled at the SEC since its proposal in late 2016, some investors have been taking matters into their own hands.