A memorandum to be delivered to a public company's board of directors, committee of the board, or senior management outlining many of the principal federal securities laws applicable to a company with a class of equity securities registered under the Securities Exchange Act of 1934, as amended. This memorandum addresses Section 16 reporting obligations, insider trading restrictions, prohibitions on trading during pension fund blackout periods and limitations on public sales of company securities by directors and officers. It also includes an overview of the disclosure and periodic reporting requirements for a public company, corporate governance rules for the board and its committees, as well as a discussion of fiduciary duties of directors.