Suzi Clawson has extensive experience representing both public and private issuers with respect to 1933 Act and 1934 Act securities registration and reporting compliance and corporate governance, while also advising public and private company clients on both sides of merger and acquisition transactions.
Her clients— listed on the New York Stock Exchange and NASDAQ—have ranged in size from small companies with only around $150 million in assets to large companies with over $18 billion in assets and have represented a broad spectrum of businesses, ranging from financial services to manufacturing and utility services. Their corporate activities (as opposed to business operations) are governed and regulated primarily by state business corporations law, federal securities law and the rules of the stock exchanges on which they are listed.
Suzi has participated as SEC and corporate counsel in numerous IPOs and other registered securities offerings. She routinely advises public companies about SEC annual and quarterly reporting requirements, proxy matters and insider trading issues, as well as stock exchange listing and reporting requirements. Suzi has also acted as counsel in going private transactions and tender offers.
Suzi also advises on corporate governance matters, including corporate governance documents, committee charters and governance principles, director and committee independence, related party transaction issues and fiduciary duties of directors.
She has also represented organizers of banks, thrifts and bank holding companies in connection with organization and applications to the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the South Carolina State Board of Financial Institutions, and the Board of Governors of the Federal Reserve, as well as in connection with stock offerings to raise required capital.