Corporate Governance
From advising start-ups as to the optimal corporate structure for their business model, to serving as general counsel for industry leaders, our firm’s experience and performance in representing corporations and entrepreneurs is based upon our over six decades of cumulative experience.
Key to understanding a particular business’ corporate organization is reviewing and analyzing its corporate governance or simply put, the set of procedures, practices and rules which form its underlying structure. These rules involve how the entity operates, including the ability to enter into contracts, sue or be sued in its own name, loan and borrow money, and own assets and pay taxes. Corporate governance laws are often complex because they provide complete outlines of standards, rights and obligations of the many parties involved in corporate business structure including shareholders, officers, directors, and managers Our team of attorneys guide you in not only forming the applicable corporate structure but also in making sure that the corporate formalities are maintained.
Best Practices and Communication of Corporate Governance
Corporate formalities include record keeping, board and shareholder resolutions, consents, shareholder meetings and minutes, operational processes, and bylaws, stock ownership guidelines, articles of incorporation, and corporate handbooks. Corporate governance determines certain procedures such as elections for directors and required meetings. At Oppenheim Law, we assist you in preparing and analyzing your company’s corporate formalities, promoting proper and consistent channels of communication within your company and decreasing the likelihood that the owners of the business will become responsible for the actions of the corporation because the corporate formalities were not in place.
Common Corporate Matters
The following is a non-exhaustive list of the most common matters we handle for corporate clients in connection with governance of their companies:
- Voting and proxies procedures.
- Corporate Structure and Composition.
- Duties of independent board chair or directors.
- Director and board succession planning.
- Update of bylaws and charters.
- Update of director and executive compensation policies.
- Assessment of conflict of interest.
- Committees investigation and reporting.
Corporate Governance Litigation
While corporations are an integral part of our economy, often even the most seasoned businesspeople, do not fully understand corporate governance agreements and laws that shape everyday business. At Oppenheim Law, we firmly believe that effective corporate governance is a key to the strength and integrity of a company, allowing key corporate representatives to make effective and sound business decisions. Should the proper corporate formalities not be in place, a party may attempt to “pierce the corporate veil,” meaning that the corporation is not acting independently from its owners. The result is that the owners may become liable for losses or liabilities that the company incurs.
Further, if the corporate governance agreements are not maintained, it undermines the stability and efficiency of the corporate structure, potentially resulting in an implosion of the company and significant losses by its shareholders. Whether its counseling our clients engaging in multi-million dollar litigation over a breach of fiduciary duty or over self-dealing by a director or officer of a company, our attorneys at Oppenheim Law have represented parties when there has been ineffective corporate governance documents to protect the company. We understand what is needed in these agreements to assist you with the formation and maintenance of these agreements in order to avoid costly litigation. However, when there is no other option but litigation, our team has the experience in handling corporate disputes.
Corporate Audits
At times, the Oppenheim Law team regularly assist corporate clients in meeting auditors’ requirements. We review and prepare audit documents and reports so our clients can continue working and have peace of mind that they are complying and cooperating with auditors without having to put a stop on their regular activities.
Corporate Concierge Services
At Oppenheim Law, we offer a flat fee, corporate managed legal service to our clients. We act as your outsourced in-house counsel, assisting with your daily legal questions and needs, proposing solutions, and guiding you with our business and legal expertise. We act as your in-house General Counsel, providing you concierge service at an affordable, consistent price. Corporate governance documents and making sure that your company is compliant with applicable regulations is one such practice area that we handle within this program. Should you have any questions regarding the governance of your company, please feel free to contact us online or give us a call at 954-384-6114.
We serve clients throughout Florida, in the following localities: Broward County including Coral Springs, Deerfield Beach, Fort Lauderdale, Hollywood, Pembroke Pines, and Weston; Miami-Dade County including Aventura, Coral Gables, Country Club, Doral, Kendall, Key Biscayne, Miami, North Miami, and South Miami Heights; and Palm Beach County including Boca Del Mar, Boca Raton, Delray Beach, Greenacres, Jupiter, Loxahatchee, North Palm Beach, Palm Beach, Palm Beach Gardens, Royal Palm Beach, Wellington, and West Palm Beach and all of Florida State.