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On December 18, 2018, the SEC announced it had finalized the hedging rules required by the Dodd-Frank Act. This Client Alert discusses the new rules and the timing of their application.
Click HERE to download the Client Alert (PDF) On April 21, 2016, the National Credit Union Administration (NCUA) issued new proposed rules governing incentive compensation arrangements for financial institutions.1 The U.S. Securities and Exchange Commission (SEC) issued its version of these proposed rules on May 6, 2016 (Proposed Rule).2 The Office of the Comptroller of the Currency, Treasury (OCC), Board of Governors of the Federal Reserve System (Board), Federal Deposit Insurance Corporation (FDIC), and the Federal Housing Finance Agency (FHFA) are all expected to issue similar rules shortly. These proposed rules are designed to implement Section 956 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act). These proposed rules are revisions of the proposed rules released by all of the above agencies in 2011. This Client Alert looks at the new proposed rules.
Download Client Alert (PDF) On August 5, 2015, the SEC issued the final CEO Pay Ratio rule. This Client Alert looks at the requirements of the rule and points out differences from the rule as proposed back in 2013.
Download Client Alert (PDF) On April 29, 2015, the U.S. Securities and Exchange Commission (SEC) approved the issuance of proposed rules to implement Section 953(a) of the Dodd-Frank Act regarding the disclosure of pay versus performance. This Client Alert is a follow-up to our initial Client Alert (4/29/2015) on these proposed rules and takes a closer look at the proposed rules based on the proposing SEC Release.
Download Client Alert (PDF) On April 29, 2015, the U.S. Securities and Exchange Commission (SEC) met and approved the issuance of proposed rules to implement Section 953(a) of the Dodd-Frank Act regarding the disclosure of pay versus performance. This Client Alert looks at the proposed rules based on an SEC Fact Sheet that was prepared for the meeting.
Download Client Alert (PDF) On September 18, 2013, more than three years after the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) became effective, the Securities and Exchange Commission (SEC) issued a proposed rule to implement the mandate contained in Section 953(b) of the Dodd-Frank Act. This Client Alert looks at the proposed CEO Pay Disclosure Rule and discusses some of the rule's issues and implications.
Download Client Alert (PDF) On March 30, 2011, the Securities and Exchange Commission issued proposed rules to implement the provisions of Section 952 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, which added Section 10C to the Securities Exchange Act of 1934. This Client Alert provides an overview of these proposed rules, a timeline for future actions related to the proposed rules, and Exequity's commentary on the proposed rules. Finally, the Client Alert includes a summary of Section 10C by provision along with the corresponding newly proposed rules. UPDATED May 2, 2011 to indicate comment period extended to May 19, 2011.
Download Client Alert (PDF) This Client Alert discusses the SEC's recently proposed rules to implement the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act with respect to: Say on Pay-nonbinding shareholder advisory vote on the executive compensation disclosures in the proxy; Say When on Pay-nonbinding shareholder advisory vote on the frequency with which shareholders will vote on the executive compensation disclosures; and Say on Golden Parachutes-disclosure and nonbinding shareholder advisory vote on golden parachute arrangements when shareholders are asked to approve a merger or other corporate transaction. The Alert also discusses implementation issues and practical considerations, including those pertinent to determining a board recommendation with respect to the Say When on Pay vote.
Download Client Alert (PDF) 123 Pension & Benefits Daily, June 29, 2010. Ed Hauder is quoted in this article on the say-on-pay and Median Pay and Ratios provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (H.R. 4173).
Download Article (PDF) This Client Alert provides an overview of the executive compensation and corporate governance provisions of two recent pieces of legislation that are the most relevant and possibly have the greatest chance of gaining traction, H.R. 4173, the Wall Street Reform and Corporate Protection Act of 2009, and Senator Dodd's Bill, the Restoring American Financial Stability Act of 2010. A table providing a detailed summary of the executive compensation and corporate governance provisions of these bills follows this Client Alert (Table 1). The Client Alert also discusses issues companies should consider if two provisions, say on pay and election of directors by majority vote, become law.
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