​​​​​​​​​​​​​​​​​ ​THE BOURNE FIRM

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​​​​​​​​​​​​​​Experienced on-demand general counsel for small to mid-sized companies not yet ready for full-time general counsel. 

The following are examples of THE BOURNE FIRM's experience with respect to corporate matters and how that experience could benefit you:

• Provided guidance regarding meetings of, and prepared materials for, boards of directors and their committees. managed shareholder meetings, notices and voting; advised regarding stock repurchase programs; collaborated with transfer agents and registrars; and maintained corporate records.
  
• Presented to, and worked with, senior management and board of directors as a vital member of the senior leadership team, a key contributor to chief officer meetings and legal advisor to the board of directors.
  
• Advised regarding a myriad of general corporate matters and critical legal issues, including matters relating to stock options, corporate governance, securities and financings.
  
• Reviewed and analyzed certificate of incorporation, bylaws, charters for committees, stockholders agreement and applicable law, and crafted concise checklists with integrated requirements for each meeting of board of directors and its committees as well as the precise timing of those requirements organized in chronological order.
  
• Drafted board consents, option agreements and other corporate documents; processed and tracked exercises of options and purchases of stock; maintained corporate records, including stockholder and optionee reports; and assisted with board and stockholder meetings.
  
• Drafted minutes for all aspects of corporation management, including board of directors, audit committee, compensation committee, executive committee and compliance committee.
  
• Reviewed and advised regarding executive decision matrix pertaining to key decision-making authority and the scope of that authority in accordance with corporate laws and relevant documents.
  
• Advised regarding corporate authority concerning consummation of transaction valued in excess of $100,000,000.
  
• Prepared resolutions, consents, certificates, affidavits, legal opinions, bylaws, articles of incorporation, powers of attorney, waivers and a multitude of other documents required or advisable with respect to corporate matters.
  
• Reviewed and assisted in drafting documents necessary for incorporation of numerous companies, and researched law concerning incorporations, including the possible reduction in authorized shares of subsidiaries in light of state taxes and franchise fees. 
  
• Performed all responsibilities of corporate secretary, including managing shareholders meetings, shareholder solicitations, shareholder voting, meetings of boards of directors and committees, stock repurchase plans, registrars, transfer agents and corporate records.
  
• Prepared and executed multifaceted project plans with specific responsibilities and deadlines for complex stockholder meetings; reviewed, managed and adjusted plans to account for changing circumstances and priorities; and coordinated multiple people, departments and approvals, both internally and externally at a myriad of levels and with a diverse depth of understanding and expertise, resulting in 100% on-time completion in accordance with applicable laws, regulations and rules.
  
• Reviewed and negotiated administrative services agreement for the provision of a wide range of corporate services. 
  
• Drafted and delivered annual letters required from counsel in connection with audits of financial statements.
  
• Reviewed and advised regarding representation letter that auditor requested officers to sign.
  
• Advised with respect to who is, and is not, an officer under applicable corporate law.​​