D.C. Circuit Vacates Stayed Proxy Access Rule
On July 22, 2011, the United States Court of Appeals for the District of Columbia Circuit handed down a decision in the case captioned Business Roundtable and U.S. Chamber of Commerce vs. Securities and Exchange Commission, which vacates new proxy access Rule 14a-11, and related amendments to Rule 14a-8 on shareholder proposals.
SEC Adopts Final Rules on Whistleblower Incentives and Protection
On May 25, 2011, over a month after its scheduled release date, the SEC adopted rules to implement Section 21F of the Exchange Act, "Securities Whistleblower Incentives and Protection," which was added by Section 922 of Dodd-Frank.
FASB Revises Timeline for Adoption of New Exposure Draft on Disclosure of Certain Loss Contingencies
On October 27, 2010, the Financial Accounting Standards Board met to further discuss the timeline for adoption of its Exposure Draft of a proposed Statement, Contingencies (Topic 450), Disclosure of Certain Loss Contingencies. For an overview of this Exposure Draft and the events leading up to its issuance, please see our previous blog on this subject.
SEC Releases Proposed Rules on Say-on-Pay, Say-on-Frequency and Say-on-Parachutes
On October 18, 2010, the SEC released proposed rules on "Shareholder Approval of Executive Compensation and Golden Parachute Compensation" which address three separate shareholder votes mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act for annual meetings of shareholders conducted on or after January 21, 2011.
Proxy Access on Hold - For Now
Yesterday, the SEC decided to stay the effectiveness of the proxy access rules pending resolution of a petition for review filed in connection with this lawsuit filed by the Business Rountable and U.S. Chamber of Commerce. As a result, proxy access will not take effect in 2010 and its potential applicability to the 2011 proxy season is in limbo.
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- Rule 14a-11
- Rule 14a-8
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- Corporate Governance
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Recent Posts
- ISS Announces GRId 2.0 and Publishes 2012 Pay-for-Performance Whitepaper
- S.E.C. Will Not Appeal Decision on Mandatory Proxy Access; Proxy Access on a Company-by-Company Basis Still a Possibility
- D.C. Circuit Vacates Stayed Proxy Access Rule
- IRS Issues Proposed Regulations Under Code Section 162(m)
- SEC Adopts Final Rules on Whistleblower Incentives and Protection
- SEC Proposes Revised Accredited Investor Definition
- Securities and Exchange Commission Adopts Say-on-Pay
- FASB Revises Timeline for Adoption of New Exposure Draft on Disclosure of Certain Loss Contingencies
- SEC Releases Proposed Rules on Say-on-Pay, Say-on-Frequency and Say-on-Parachutes
- Proxy Access on Hold - For Now
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