Sadis & Goldberg LLP delivers strategic counsel for shareholder activism, corporate defense, and investor litigation, advising activist investors, public companies, and boards through proxy contests, shareholder disputes, and governance challenges. With experience representing both sides of activism campaigns, our attorneys advise on legal strategy, SEC compliance, and complex negotiations aimed at maximizing value and minimizing disruption.
Why Sadis & Goldberg LLP for Shareholder Activism Legal Counsel
With experience representing several hundred investment funds and numerous public companies in shareholder activism and corporate defense matters, Sadis & Goldberg LLP offers clients deep insight into both activist and defense strategies, enabling tailored legal solutions for proxy contests, fiduciary claims, and governance disputes. We bring balanced experience representing both activist investors and public companies in proxy battles, making us uniquely equipped to anticipate the tactics of opposing parties. Our attorneys are seasoned litigators and skilled negotiators, with regulatory fluency spanning the SEC, FINRA, and broader corporate law landscape. Our integrated approach draws on firm-wide strengths in securities, litigation, and governance to provide clients with tailored, strategic, and comprehensive counsel.
KEY PRACTICE AREAS
Proxy Contests & Activist Campaigns
We advise clients on all phases of shareholder activism, from early-stage engagement to full-scale proxy contests. Our legal team supports activist investors in campaigns to replace board members, drive corporate action, or unlock shareholder value.
Services include:
Shareholder resolutions and proposals
Proxy solicitation and compliance
Communications with management and boards
Tender offers and control transactions
Schedule 13D/13G and Section 16 filings
Defense Against Shareholder Activism
Our firm provides counsel for public companies and boards on navigating shareholder threats, activist pressure, and hostile acquisition attempts. Drawing on our experience in corporate and business law and litigation, we design legal strategies to protect governance integrity and shareholder value.
Defense services include:
Strategic response planning
Negotiation with activists
Governance enhancement and board restructuring
Public and private response strategies
Litigation defense, including fiduciary duty claims
Shareholder Rights & Corporate Governance
Our lawyers advocate for shareholder rights while ensuring compliance with applicable securities law. Whether pursuing books and records, contesting board decisions, or challenging unfair practices, we are seasoned in navigating both sides of the issue.
Key matters include:
Books and records demands
Voting rights disputes
Fiduciary duty litigation
Appraisal actions and dissenter’s rights
Bondholder and minority shareholder claims
SEC & Regulatory Compliance
Sadis & Goldberg LLP provides detailed legal guidance for activist campaigns and corporate defenses involving key regulatory frameworks. Our team advises clients on compliance with Sections 13 and 16 of the Securities Exchange Act, ensuring proper disclosures of beneficial ownership and insider transactions. We offer robust defense in SEC and FINRA enforcement actions and assist with regulatory filings and communication strategies. In addition, we provide legal support for investment adviser registration and compliance, helping clients navigate complex reporting and oversight requirements with confidence.
Shareholder Litigation & Dispute Resolution
Our litigators have successfully represented clients in a wide range of high-stakes shareholder litigation. We handle breach of fiduciary duty claims, derivative actions, and contested mergers and acquisitions with a focus on protecting our clients' interests and preserving enterprise value. Sadis also represents parties in shareholder oppression and dilution cases, advocating for fair treatment and accountability. When activist campaigns give rise to regulatory scrutiny, we provide strategic counsel in investigations involving securities regulators, ensuring our clients remain protected at every stage of the legal process.
Frequently Asked Questions (FAQs)
Q: What is shareholder activism in a legal context?
A: Shareholder activism refers to efforts by shareholders—often institutional or hedge fund investors—to influence a company’s operations, board composition, or strategic direction through legal and financial pressure.
Q: Can Sadis represent activist investors in proxy contests?
A: Yes. We have represented hundreds of investment funds in activism campaigns, from shareholder proposals to full control efforts.
Q: How does Sadis defend companies against shareholder activism?
A: We develop legal strategies to respond to activist campaigns, negotiate with dissident shareholders, and protect the company’s long-term goals through board restructuring or litigation.
Q: Does Sadis advise on shareholder rights litigation?
A: Absolutely. We assist with fiduciary duty claims, minority shareholder protections, and disputes over shareholder access, voting, and governance.
