is a senior counsel in O’Melveny’s Newport Beach office and a member of the Capital Markets Practice. Shelly’s practice focuses on advising public companies on a wide range of securities law and corporate governance matters, including SEC reporting and disclosure under the Securities Exchange Act of 1934, shareholder meetings and compliance with the proxy rules, and compliance with NYSE and NASDAQ corporate governance requirements, and the Sarbanes-Oxley Act of 2002 and related regulations. Shelly also has significant experience advising companies with respect to securities offerings under the Securities Act of 1933.
During her career, Shelly spent four years in-house at Western Digital Corporation where she gained a unique understanding of the challenges facing in-house legal teams and their expectations for best-in-class service from outside counsel.
Illustrative Professional Experience
- Represents a broad range of public company clients, including publicly-traded REITs, with their ongoing Exchange Act reporting and compliance across a variety of industries, including Internet media and advertising, data storage, semiconductors, healthcare, real estate, education, management services and airlines.
- Provides regular specialized securities law advice to companies on a wide range of matters, including Section 16 , Regulation 13D-G, Rule 144, Regulation G, Regulation FD and Rule 10b-5.
- Regularly counsels companies on shareholder meeting matters, including compliance with the proxy rules, responding to shareholder proposals and submission of no-action letters under Rule 14a-8, and responding to proxy contests for board control.
- Regularly advises both public and pre-public companies on corporate governance best practices.
- Provides advice to companies on securities law aspects of merger and acquisition transactions, including cash and stock mergers, tender offer transactions, and going private transactions.
- Represents companies in connection with equity and debt offerings under the Securities Act.
Orange County Bar Association Author,
"Proxy Season Is Coming: Do You Know Where Your Bylaws Are?" Orange County Business Journal
(October 2009); "Preparing For The Next Bull Market," Orange County Business Journal