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Results: 1-10 of 62

Advisor’s duty to investigate their independence as to the Compensation Committee

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • May 17 2013

I have been blogging on this issue for two years now, but as the July 1 deadline approaches everyone seems to be talking about it. Many public

Last call for changes to Compensation Committee Charters

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • May 10 2013

With the annual meeting approaching for most of you, I wanted to remind you of the July 1st deadline to have the Compensation Committee Charter

More companies get serious about compensation risk assessments

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • June 19 2012

More companies seem to be expanding their compliance efforts related to their executive compensation disclosure in the area of potential risks created by compensation plans

Is it time to revise your compensation committee charter?

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • February 28 2012

Under the SEC’s executive compensation disclosure rules, a public company must disclose whether or not it has adopted a compensation committee charter, and generally must make available the charter, and any amendments to it, on the company’s website

Share pledging an important but overlooked policy change proposed by ISS

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • October 29 2012

I have blogged a couple times already on ISS' release of its 2013 Draft Policies for Comment earlier this month

Federal Court dismisses say on pay lawsuit, reaffirming that the Dodd-Frank Act means what it says

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • January 14 2012

Last week, the U.S. District Court for the Southern District of California granted defendants' motion to dismiss another one of the shareholder say on pay lawsuits (Dennis v. Hart, S.D. Cal., Case No. 11cv2271 WQH (WVG), 1612

A surprising lawsuit over Section 162(m) disclosure

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • July 7 2011

Earlier this month, the U.S. District Court for the District of Delaware allowed a shareholder derivative ("strike") lawsuit to continue against the officers and directors of Qualcomm, alleging that they issued a false or misleading proxy statement regarding the 162(m) tax-deductible status of executives' compensation (Hoch v. Alexander

Addressing the new risk from “executive compensation disclosure” lawsuits

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • February 22 2013

"Restrained from suing over securities fraud, lawyers are starting to prey on dodgy disclosure in corporate elections ... Starved of other business

Recent court decisions suggest changes to stock plan design to reduce litigation risk

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • August 8 2012

As this blog has been discussing, the past four years have seen an explosion in litigation against corporations, boards and officers over executive compensation matters, including claims over failed shareholder say on pay votes

Compensation clawback provisions figure prominently in record GlaxoSmithKline settlement

  • Winston & Strawn LLP
  • -
  • USA
  • -
  • July 9 2012

Another day another compensation clawback story!