Board Advisory & Fiduciary Compliance

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In today's complex business landscape, a company's board—be it a Supervisory Board or a Board of Directors—is the central hub for strategic oversight, risk management, and ultimate accountability. The decisions made in the boardroom carry profound legal and financial consequences, placing immense pressure on members to act flawlessly. A procedural misstep, a misunderstanding of duties, or poorly documented decisions can expose both the company and its individual directors to significant legal liability, shareholder challenges, and a loss of investor confidence. Our firm provides specialized Board Advisory Services designed to transform your board from a potential liability into a strategic asset, ensuring it operates with precision, confidence, and full legal compliance.

Our support begins with a deep dive into the fundamental legal obligations of a director. We demystify the complex fiduciary responsibilities prescribed by the Georgian Law on Entrepreneurs, providing clear, practical guidance on the Duty of Care and the Duty of Loyalty. This involves the obligation to make informed and prudent decisions, and the duty to act in the best interests of the company, avoiding self-dealing and conflicts of interest. We equip your board members with the knowledge to make defensible decisions and shield them from personal liability, a service vital for rapidly growing businesses and companies with external investors.

An effective board meeting is a well-orchestrated, legally sound process, not just a discussion. We provide end-to-end support to ensure your meetings are productive and legally protected. This includes assisting with agenda preparation, advising on proper notice procedures to ensure a quorum, and guiding the meeting according to the company’s charter and procedural rules. Our involvement ensures that the process for making critical decisions is as robust as the decisions themselves.

The culmination of this process is the meticulous drafting of resolutions and minutes. A decision that is not properly recorded is a future legal risk. Board minutes serve as the primary evidence that directors have fulfilled their fiduciary duties. Our minutes are crafted to reflect not just the outcome, but the deliberative process, providing a clear record for auditors, regulators, and potential investors during due diligence. This meticulous documentation is your company’s best defense and a hallmark of strong corporate governance.

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