Our Business
Advisory.
An outside examination of a company’s record, by the people who know where investors will look.
The Mandate
Boards, management teams, private equity firms, lenders, and litigation counsel retain Buxton Helmsley when a company’s record has to hold up: before a filing goes out, before a transaction closes, during a turnaround, or once something the company reported has been called into question.
The firm examines that record the way it examines the companies it invests in. It starts from the company’s own documents: its financial statements, its current and periodic reports, its proxy statements and Section 16 filings, and what it has told its lenders and the courts. It reads them against the accounting standards and securities laws that govern them. It has done that work under the laws of the United States, Ireland, and the United Kingdom, and the method carries readily to other common law jurisdictions.
The firm reports what the record shows. Where the record falls short, it helps the client put it right.
Advisory services are provided by a U.S. operating subsidiary of Buxton Helmsley, Inc. that is not part of the firm’s asset management business, and are not offered by Buxton Helmsley USA, Inc. or any of its subsidiaries. The firm is building the advisory business to run separately from asset management, with its own staff behind an information barrier. That separation will be complete once the firm has made the hires it requires; until then, some of the same people serve both businesses, under the conflict rules the firm applies to every engagement.
The firm’s asset management businessWho We Work With · I
Boards and CommitteesLearn moreWho We Work With · II
Management TeamsLearn moreWho We Work With · III
Private Equity Firms and LendersLearn moreWho We Work With · IV
Litigation CounselLearn more
Investor Confidence
What investors need to see.
Investors extend capital, and patience, to companies whose numbers they believe and whose boards they trust. The firm’s campaigns begin where that belief breaks down, so it knows which questions investors ask and which answers satisfy them. It works with boards and management to put in place what investors look for before anyone has to ask: reported figures that reconcile from one filing to the next, disclosures that say what the company has actually done, controls that hold up under scrutiny, and a board that can explain its oversight. Often the answer is that the record already holds up, and the company is better placed for knowing it. The firm takes the same side whether it is advising a company or investing in one: the side of a board that is doing the work.
Who We Work With
Our clients.
I. Boards and Committees
Audit and special committees retain the firm for an outside reading of the company’s record: before a filing goes out, during an internal review, or when a conflicted transaction needs analysis that does not run through management. The firm reads the record the way an activist or a short seller would, so the committee hears the hard questions first.
How the firm works with boards and committeesII. Management Teams
Chief executives and chief financial officers bring the firm in to test a plan, a disclosure, or a transaction the way the market will, before the market sees it. The firm also works with management on turnarounds and on rebuilding the finance function and its controls.
How the firm works with management teamsIII. Private Equity Firms and Lenders
Before a transaction closes or a loan is made, the firm tests reported results against the filings, the footnotes, and the records behind them. When a company is in distress, it advises lenders or the company itself on the path forward, but never both sides of the same matter.
How the firm works with private equity firms and lendersIV. Litigation Counsel
For counsel bringing or defending a matter that turns on what a company reported, the firm rebuilds the figures from the record and measures them against the rules that governed them, in the United States, Ireland, the United Kingdom, and other common law jurisdictions. Counsel directs the legal analysis and the position taken.
How the firm works with litigation counsel
The Work
How the firm can help.
01
Filings and Disclosure Review.
Annual, quarterly, and current reports and proxy statements, read against the standards that govern them, including impairment under ASC 350 and ASC 360, loss contingencies under ASC 450-20, and the adequacy of MD&A and footnote disclosure.
02
Investigations and Disputes.
Rebuilding reported figures from the general ledger, bank records, and transaction documents; tracing transactions through the company’s own records; measuring what was disclosed against what the securities laws and listing rules required in the United States or abroad; and quantifying the difference and its effect on value.
03
Activist Readiness.
A review of the company as an activist investor would conduct it: its reported results and disclosures, its capital allocation, the composition and oversight of its board, and its record with shareholders. The board sees the findings before anyone outside the company does, along with a plan for addressing them.
04
Governance and Controls.
Board composition and committee structure, disclosure controls and procedures, the financial close, and the remediation of material weaknesses.
05
Turnarounds and Operations.
Plans to restore an underperforming company, covering its cost structure, its capital allocation, and the operating changes that follow from what its record shows. Where the board asks for it, and only once the conflict check is clear, a member of the firm can serve as an interim director while the plan is put in place. For a company in genuine crisis, where shareholders need to see at once that someone independent has taken charge, the board can instead appoint a member of the firm as an interim chief executive, chief financial officer, or chief restructuring officer. The appointment places the firm’s name, built on independent scrutiny of public companies on shareholders’ behalf, behind the company’s own account of where it stands and what it will do, from the day it is announced. Whoever serves, director or officer, owes their duties to the company and all of its shareholders, and for as long as the role is held and for twelve months after it ends, no fund or account the firm manages trades in the company’s securities and the firm does not publish on it.
06
Transactions and Restructurings.
Strategy and structure for an acquisition, a divestiture, a financing, or a restructuring of a company’s debt, for the company or for its lenders; diligence on the other side’s record; support alongside the company’s bankers and counsel in negotiation; and independent analysis for special committees.
The Record
- Financial Misstatements Identified
- $20B+Validated through disclosure corrections, bankruptcy filings, and SEC enforcement action.
- Shareholder Return at Fossil Group
- 500%+*Fossil Group, Inc. (NASDAQ: FOSL), within approximately two years of securing board representation.
* The 500%+ return figure for Fossil Group, Inc. (NASDAQ: FOSL) assumes a shareholder held their shares continuously from March 24, 2024, for approximately two years forward.
Relevant Disclosure
The investor-engagement campaigns referenced above were conducted by two different entities. Campaigns commenced before June 2025—including those involving Fossil Group, Inc., Mallinckrodt plc, Endo International plc, and EchoStar Corporation—were conducted by The Buxton Helmsley Group, Inc., which was previously authorized to use the “Buxton Helmsley” trademark. The Buxton Helmsley Group, Inc. is in no way affiliated with Buxton Helmsley, Inc. or its affiliated entities, and those campaigns are relevant to Buxton Helmsley, Inc. and its affiliated entities solely by reason of their employment of the same key principal, Alexander E. Parker. Campaigns commenced in or after June 2025—including the campaign involving Daily Journal Corporation—were conducted by Buxton Helmsley USA, Inc., an affiliate of Buxton Helmsley, Inc.
Independence
How conflicts are handled.
The firm does not accept an engagement concerning a company with which it is engaged as an investor, or on which it has published research within the past twelve months. Where a fund or account the firm manages holds a position in the company, the firm accepts the engagement only if the position is disclosed to the client and the client consents, and the engagement is approved by compliance and by a member of the firm outside the engagement team. For the term of an engagement and for twelve months after it ends, the firm does not publish on the company concerned, and no fund or account it manages trades in that company’s securities, including any position it already holds. Where the firm comes to hold material nonpublic information about the company through the engagement, that restriction lasts for as long as the information remains material and nonpublic, if that is longer. Confidential information obtained in an engagement is never used in the firm’s research or investing, for as long as it remains confidential.
Where a board retains the firm in connection with an actual or expected shareholder campaign, the firm accepts the engagement only if its own reading of the record supports the board’s position. Its advice in those engagements concerns how the board should engage with its shareholders and address what the record shows, not how to put the board beyond their reach.
Where the firm accepts equity in a company it advises, the equity is held by the advisory business or by the individual serving the company, never by a fund or account the firm manages, and the reasons for accepting it, with the conflicts considered, are recorded before it is accepted. The equity is not sold during the engagement or for twelve months after it ends, and any sale after that is cleared in advance by compliance. The firm accepts it to align its interest with the company’s shareholders over the long term, not with any one outcome.
An advisory engagement buys no undertaking about how the firm or its funds will act as investors. The restrictions above exist to keep the firm’s research and its advisory work independent of each other; they are not a standstill. Once those restrictions have lapsed, a former client is treated like any other company.
The advisory business is being set up to run separately from asset management, with its own people and an information barrier between the two, and the firm will complete that separation as it makes the hires it requires. Until it does, some of the same people serve both businesses. Each of them acts for one business at a time: in an advisory engagement, for the client alone and under that engagement’s confidentiality terms; in the firm’s research and investing, without anything learned in an engagement. Every engagement is checked for conflicts before it is accepted, and the restrictions above apply in full in the meantime.
Terms of Engagement
Advisory engagements are undertaken by a U.S. operating subsidiary of Buxton Helmsley, Inc. that is not part of the firm’s asset management business, under a written engagement letter that sets the scope, the fees, and the confidentiality terms for that matter. Advisory services are not offered by Buxton Helmsley USA, Inc. or any of its subsidiaries, and the advisory business is not part of the investment advisory activities of Buxton Helmsley USA, Inc. Cash fees are fixed or hourly. Where the conflict check allows, part of the compensation may be paid in the company’s equity, either outright or subject to time-based vesting or to share-price or shareholder-return targets measured over a period of years; any such equity is set out in the engagement letter, and its reasons and the conflicts considered are recorded within the firm before it is accepted. No fee and no equity depends on whether a transaction closes. No engagement includes a recommendation to buy, sell, or hold any security.
Where to start.
Each engagement begins with a short call to confirm there is no conflict and to agree the scope. Boards, management teams, deal teams, and counsel can reach the firm directly or send the request below.
Point of Contact
Advisory
Headquarters
1185 Avenue of the AmericasFloor 3
New York, NY 10036-2600
Correspondence
advisory@buxtonhelmsley.comSwitchboard
+1 (212) 561-5540Partner with Buxton Helmsley
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