The Nasdaq National Market, ASE, NYSE and Nasdaq SmallCap Market require independent directors. New directors should be wary of Securities Act liability. Any agreement with a new director may have to be disclosed. Consider whether the company will be hiring new officers. Depending on certain timing and other issues, such officers may need to be listed in the registration statement.
Companies often obtain coverage before the offering.
Consider whether key employees should be offered employment contracts. If so, any golden, silver or tin parachutes should added before the offering. These devices, however, may be unpopular with institutional investors. Determine sensitivity among the company's top officers to disclosure of their compensation. Plan to begin any education efforts among management early.