Mayer Brown's Corporate Governance practice regularly provides advice to corporate management, boards of directors and board committees on governance matters, including corporate governance, legal compliance, fiduciary duties and board oversight responsibilities. This aspect of our practice has been particularly useful to our clients in light of the recent changes in US securities regulation and related initiatives from regulatory agencies. We have been instrumental in counseling boards of directors in guarding against, responding to and successfully fending off unsolicited acquisition offers.

We also advise corporations, special committees, majority stockholders, management groups and other parties on matters where the interests of individual directors, officers or large stockholders might differ from the interests of the corporation as a whole-transactions with affiliates, for example, or management buy-outs, minority buyouts, management succession or sensitive payments investigations.

Mayer Brown provides a specialized insurance practice for boards of directors, reviewing their commercial general liability, professional liability, directors' and officers' liability, errors and omissions and employment practices liability coverage, and focusing on the potential liability of boards of directors and senior management for their, or their companies', alleged wrongful acts. If litigation arises, we provide coverage advice and defend the board or company.

A number of our partners have served as general counsel of public companies and, as a result, have a special understanding of the dynamics of corporate governance and decision-making issues faced by our clients.