For more than 20 years, Kegler Brown has served as outside general counsel to PowerSecure International Inc., a dynamic and rapidly growing provider of utility and technologies based in North Carolina that serves utilities and their industrial, institutional and commercial customers with products and services in the areas of Interactive Distributed Generation ® (IDG®), energy efficiency and utility infrastructure, such as engineered-to-order backup power systems for many vital industries, including hospitals and military facilities. Since advising the company in its formation and IPO, our firm has cemented a role as a trusted advisor to PowerSecure, an NYSE-listed company, and works closely with the highly talented management team and the strong and experienced board of directors on public company, corporate governance, M&A and securities matters, as well as on its major organizational and structural issues, changes and developments.
Advisor to Board and Committees
PowerSecure looks to our firm for guidance on the most critical corporate governance issues facing its board of directors and committees, including responsibilities with respect to investor expectations, business and organizational matters, and compliance with stock exchange and SEC requirements. We also provide necessary counsel to help the company effectively run its corporate board and committee meetings, including crafting the agenda, preparing necessary materials for board members, briefing the company’s chairman on critical legal issues, and leading the board’s committees. And because the corporate record is critical for every public company, we prepare the essential corporate minutes that memorialize decisions and outline adopted resolutions.
Our corporate stewardship role also extends beyond the boardroom to establishing the company’s charters, drafting corporate resolutions, and providing guidance on committee business, including the corporate governance and compensation committees. We also counsel PowerSecure in remaining compliant with key governing legislation, including the Sarbanes-Oxley Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act.
Planning + Strategy with Company Officers
In addition to our formal role as legal advisor to the company, we also serve as a sounding board for strategic growth initiatives and help discover the best methods for implementing corporate strategy. We understand the importance that comprehensive risk management plays in the company’s corporate planning and we provide oversight on strategic documents and training for board members and employees to help minimize exposure to litigation.
Some of the most important aspects of our partnership with PowerSecure lie in our day-to-day relationship. Serving as a central part of the company’s business team, we help manage and execute fundamental transactions, such as acquisitions, provide leadership and guidance in capital and securities initiatives, and coordinate the company’s compliance with the complex regulatory scheme under the SEC. Our counsel includes the preparation and filing of Annual Reports, Quarterly Reports, Proxy Statements, Form 8-Ks and Registration Statements with the SEC. This role also entails general advice on a wide variety of other business and corporate issues, including those involving international transactions, employment law, contract review and commercial matters.