An extensive body of law has evolved regarding the use of special committees, and Richards Layton has been at the forefront of this emerging area of law from the start. Our lawyers are skilled in addressing the tactical and strategic issues that frequently arise in special committee matters, including the formation of committees, negotiation strategies, and the drafting of transaction documents. We work to mitigate the risks that special committees face and to ensure that committee members satisfy standards of director conduct. By understanding our clients’ goals and concerns, we help them achieve successful business results.
Our lawyers are experienced in advising special committees formed to negotiate transactions where directors may have conflicts of interest, such as certain going-private transactions or financing transactions. In addition, we routinely represent special litigation committees formed in response to stockholder derivative litigation or committees formed to investigate stockholder demands to institute such litigation. Where appropriate, we collaborate fully with company counsel and the committee’s financial advisors to successfully address all facets of these often complex matters.