Searching Content indexed under Corporate Governance by Andrew Liazos ordered by Published Date Descending.
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SEC Publishes Helpful Guidance On Pay Ratio Disclosure
The SEC recently confirmed that the new CEO pay ratio disclosure rules mandated in the Dodd-Frank Act will go into effect in the 2018 proxy season.
United States
26 Oct 2017
A Blueprint For Maintaining An Individually Designed Qualified Plan After The IRS's Determination Letter Program Cutback
The IRS will continue to conduct random audits to assess plan compliance with plan document operational requirements.
United States
4 Aug 2016
Compensation And Proxy Litigation And The Latest Delaware Cases
The 2016 proxy season continues to illustrate that compensation issues remain at the forefront, especially where companies have activist investors.
United States
1 Jul 2016
SEC Proposal On New Pay Versus Performance Disclosure Rules
On April 29, 2015, the Securities and Exchange Commission (SEC), by a three-to-two vote, proposed new rules that would prescribe new mandatory pay-versus-performance disclosure.
United States
10 Mar 2016
Recent Case Law Suggests Corporations Should Implement Limits On Director Equity Awards
Recent case law suggests that corporations should consider implementing limits on director equity awards similar to those implemented for executives.
United States
14 Sep 2015
SEC Finalizes Rules Regarding Disclosure Of CEO Pay Ratio—What They Require, What To Do And What's Next
In yet another divisive 3-2 vote along party lines, on August 6, 2015, the U.S. Securities and Exchange Commission adopted final rules requiring public companies to disclose the ratio of the compensation of its chief executive officer to the median compensation of its employees.
United States
12 Aug 2015
View From McDermott: SEC Proposes New Pay Versus Performance Disclosure Rules
On April 29, 2015, the Securities and Exchange Commission (SEC), by a three-to-two vote, proposed new rules that would prescribe new mandatory pay-versus-performance disclosure.
United States
24 Jun 2015
SEC Proposed Hedging Transaction Disclosure Rules
Much attention has been given to recent U.S. Securities and Exchange Commission (SEC) proposed rulemaking under the Dodd-Frank Wall Street Reform and Consumer Protection Act...
United States
6 May 2015
SEC Proposes Disclosure Rule for Hedging Transactions by Directors, Officers and Employees
The proposed rule would not require a public company to prohibit hedging type transactions.
United States
25 Feb 2015
Public Company Priorities For The New Year
Looking ahead to 2013, directors, executives and general counsel of public companies can take some solace from the fact that 2012 was not a year in which a large number of significant new disclosure rules or governance requirements were adopted by the SEC or the stock exchanges as had regularly been the case in the prior 10 years.
United States
31 Dec 2012
Financial Reform Bill Could Require Companies to Recover "Excess" Incentive-Based Compensation from Executive Officers in Connection with a Restatement
Section 954 appears to be aimed at protecting shareholders, however, if enacted, it may actually harm shareholders in several ways, including by forcing them to bear the costs of unnecessary, excessive and potentially unsuccessful litigation.
United States
27 May 2010
Effects Of The New Compensation And Corporate Governance Rules On The 2010 Proxy Season
On December 16, 2009, the U.S. Securities and Exchange Commission (SEC) adopted final rules that augment and revise the compensation and corporate governance disclosure requirements applicable to U.S. public companies.
United States
20 Jan 2010
Disclosure Considerations For Public Companies For The 2009 Annual Disclosure Season And Beyond
This advisory discusses developments and trends that will affect the process of preparing the Form 10-K and annual meeting proxy statement in 2009 and subsequent years.
United States
17 Feb 2009
Responding To Riskmetrics´ Updated Corporate Governance Voting Guidelines For The 2009 Proxy Season
The 2009 Updates reflect the unprecedented volatility in the equity markets, the ongoing credit crisis, and increased scrutiny by investors as well as the U.S. federal government on executive compensation and oversight of corporate risk.
United States
6 Feb 2009
U.S. Public Companies Advised to Prepare Now for Revamped SEC Executive Compensation Disclosure Requirements
On January 27, 2006, the U.S. Securities and Exchange Commission (SEC) proposed significant changes to the rules governing public company disclosure of executive and director compensation arrangements and related party transactions.
United States
2 Jun 2006
Update on IRS Exempt Organization Compensation Review
In public comments made earlier this week, senior Internal Revenue Service (IRS) officials shared a series of significant observations arising from the IRS' current focus on exempt organization executive compensation arrangements.
United States
5 Dec 2005
Financial Accounting Standard Board’s Interpretation of "Grant Date" Under FAS 123/123(R)
In a recent conference call, the Financial Accounting Standards Board (FASB) asserted that in order for a company to fix the "expense" amount of an equity award under FAS 123 and FAS 123(R), it is not enough for the Board of Directors or Compensation Committee to merely approve the equity awards.
United States
23 Aug 2005
IRS Offers Settlement for Stock Option Tax Shelter Transactions
On February 22, 2005, the IRS announced a settlement initiative regarding certain transactions in which an executive sells stock options to a family limited partnership. The IRS has apparently identified more than $700 million in unreported taxable gains with respect to these transactions.
United States
1 Mar 2005
Spitzer V. Grasso: Compensation-Related Governance Issues For Not-For-Profits
The complaint filed on May 24, 2004, by the New York attorney general against the New York Stock Exchange (a New York not-for-profit corporation), its former CEO and the former chair of its Compensation Committee, has important corporate governance, executive compensation and tax law implications for not-for-profit corporations nationwide.
United States
15 Jun 2004
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