Posts from David Jenson
SEC Releases New Say-on-Pay CD&I
Executive Compensation, Public Companies and Securities On February 13, 2012, the SEC released new CD&I 169.07, which provides guidance on appropriate descriptions of the say-on-pay advisory vote required by Rule 14a-21 under the Exchange Act. CD&I 169.07 provides examples of proxy card advisory vote descriptions that would and would not be “consistent with Rule 14a-21’s requirement for shareholders to be given [...] Read more →
ISS Releases 2012 Compensation Policy FAQs
Executive Compensation, Public Companies and Securities On January 25, 2012, Institutional Shareholder Services Inc. (ISS) released a set of frequently asked questions relating to its analysis of compensation policy issues for 2012... Read more →
NYSE Announces Further Limitations on Broker Voting
Broker-Dealer, Public Companies and Securities Under New York Stock Exchange Rule 452, certain matters to be voted on at board meetings of NYSE member organizations were designated as “Broker May Vote” by the NYSE in its... Read more →
GAO Releases Report on Bank Holding Company Act Exemptions
Banking The Dodd-Frank Act required the Government Accountability Office (GAO) to study the implications of removing existing exemptions from the definition of “bank” under the Bank... Read more →
FTC and CFPB to Work Together
Consumer Protection Pursuant to a Memorandum of Understanding (MOU) dated January 20, 2012, the Consumer Financial Protection Bureau (CFPB) and the Federal Trade Commission (FTC) will work together... Read more →
New CD&Is for Say-On-Pay
Executive Compensation, Public Companies and Securities We have previously written about Section 951 of the Dodd-Frank Act, which adds new Section 14A to the Securities Exchange Act to require companies to conduct shareholder advisory... Read more →
Newly Effective Rule 6490 Gives FINRA a Larger Role in Advance Notifications
Public Companies and Securities Rule 10b-17 under the Securities Exchange Act of 1934 (the “Act”) provides that the failure of an issuer to provide advance notice to regulatory authorities in connection with... Read more →
Say-On-Pay: Board Recommendations
Public Companies and Securities Section 951 of the Dodd-Frank Act requires advisory say-on-pay votes from shareholders on the compensation of named executive officers, the Compensation Discussion and Analysis,... Read more →
SEC Requests Comment on Study of SOX Compliance Burden
Public Companies and Securities On October 14, the SEC recently issued a release requesting public comment in connection with a study relating to ways in which the SEC could reduce the burden of complying with... Read more →
Dodd-Frank and SOX Whistleblower Protections
Public Companies and Securities The cooperation of corporate whistleblowers may be a crucial element of a transparent and fully accountable market place. However, many employees with knowledge of violations... Read more →