George A. Naya

George A. Naya
Primary Office
Overview

George Naya is a seasoned corporate lawyer with a broad practice centered on U.S. securities laws and corporate governance. He advises companies in a diverse array of industries and has extensive experience in both domestic and international capital markets transactions.

In addition to his time in private practice, George has served as in-house counsel at one of the world’s largest investment banks, Morgan Stanley, and at a publicly traded fintech firm, E*TRADE. He is keenly aware of the challenges facing in-house legal teams and brings this perspective to bear in delivering practical, actionable advice with business solutions and dynamics in mind.

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Securities and Transactional
George advises companies on U.S. securities law matters and capital market transactions. His securities practice includes assisting with continuous SEC disclosure obligations, including quarterly and annual reports and proxy statements. Clients particularly rely on his significant experience ahead of annual shareholder meetings, where he supports Legal and Investor Relations teams with shareholder engagement, responding to shareholder proposals, and addressing the policies of proxy advisory firms and institutional investors. Company directors and executives turn to George for counsel on Section 16 compliance and Rule 10b5-1 trading plans.

George also regularly advises on a wide variety of capital market activities. He has advised domestic and foreign companies, startups, financial institutions, and foreign government agencies in a wide variety of capital markets and other financing transactions, including investment grade and high-yield debt offerings, IPO and other equity offerings, tender offers, exchange offers, private placements and issuances of tokenized securities (blockchain based securities).

Public and private companies involved in strategic transactions – including IPOs, spin-offs, and mergers – look to George for advice on disclosure, financing, governance, and re-organization issues. 

Governance
George advises companies on sensitive governance issues, including designing and operating insider trading policies and evaluating director independence related-party transactions. He also works with companies ensuring their corporate governance practices and policies reflect best practices and align with stock exchange listing requirements and ever-changing proxy advisory firm policies.