New proposed regulations under Section 162(m) of the Internal Revenue Code would further limit deductibility of executive compensation paid by a publicly held corporation....more
Can a new Department of Justice enforcement approach make clawback policies covering criminal activities a best practice?
The DOJ is implementing a new policy under which prosecutors will make clawback policies for...more
3/8/2023
/ Clawbacks ,
Compensation ,
Corporate Misconduct ,
Department of Justice (DOJ) ,
Dodd-Frank ,
Enforcement ,
Incentives ,
Risk Management ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
White Collar Crimes
Undisclosed or inadequately disclosed executive perks continue to be a lightning rod for SEC Enforcement Actions.
While the SEC has not announced a formal perk disclosure enforcement program, the agency continues to pay very...more
Airbnb and Uber add support to revision of Rule 701 to dramatically expand availability of Rule 701 for equity grants by “gig economy” companies.
Airbnb and Uber want the SEC to reform Rule 701 to permit equity issuances...more
10/26/2018
/ AirBnB ,
Disclosure Requirements ,
Equity Grants ,
Form S-8 ,
Gig Economy ,
Independent Contractors ,
Regulation D ,
Rule 701 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Uber
Compensation committees should hire an independent legal expert to audit private jet and other perk disclosures on a privileged basis.
Given the SEC’s increased focus on perk disclosure, companies should evaluate their...more
SEC increases Rule 701(e) disclosure threshold to $10 million, effective immediately, and explores revamp of Rule 701 and Form S-8.
The final rule increasing the Rule 701(e) disclosure threshold to $10 million leaves open...more
Preliminary trends are emerging from the pay ratio disclosures filed by U.S. public companies in 2018.
Few companies use statistical sampling to identify their median employees and, instead, companies rely on a...more
3/22/2018
/ CACM ,
CEOs ,
Cost-of-Living Adjustment (COLA) ,
Disclosure Requirements ,
Executive Compensation ,
Item 402 ,
Median Employee ,
Pay Ratio ,
Proxy Season ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC)
The Securities and Exchange Commission (SEC) has adopted final rules under the Dodd-Frank Wall Street and Consumer Protection Act (the Dodd-Frank Act) to require U.S. public companies to disclose the ratio of the annual total...more