We have designed this practical and easy to digest guide for directors and executives of public companies and those who may work with public companies in the future. Directors and officers can face a bewildering task in understanding the myriad SEC, NYSE, Nasdaq and state law issues that apply to their organizations, as well as situations that arise with investors and other stakeholders. The first step in fulfilling the duties of being a director or officer is getting a “lay of the land,” and that is what this compact volume seeks to provide. We’ve written this guide in a “plain English” style to discuss topics such as:

• The best “In the Board Room” corporate governance practices
• Insider reporting obligations and trading restrictions for directors and officers
• Public disclosure obligations, including those under Regulations FD and G
• NYSE and Nasdaq requirements and guidelines
• Investor and other stakeholder engagements
• How to think about Rule 10b5-1 trading plans
• How to establish an annual meeting/proxy calendar