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What does a clawback policy look like?

Leonard, Street and Deinard
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USA
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August 9 2010

Section 954 of the Dodd-Frank Act requires national securities exchanges (meaning for instance, the NYSE, Amex and Nasdaq) to adopt rules as directed by the SEC, which rules will require issuers to develop and implement a policy providing:for disclosure of an issuer's policy on incentive compensation that is based on financial information required to be reported under securities laws; and that, if an accounting restatement is prepared, the issuer will recover any excess incentive-based compensation from any current or former executive officer who received such incentive-based compensation in the three preceding years

Mandatory clawbacks are on the waya checklist of items to consider

Leonard, Street and Deinard
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USA
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December 30 2010

Section 954 of the Dodd-Frank Act requires the SEC to direct national securities exchanges to prohibit the listing of public companies that, among other things, do not develop and implement a policy providing for the recovery of erroneously paid incentive-based compensation following a required accounting restatement

Dodd-Frank and SOX whistleblower protections

Leonard, Street and Deinard
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USA
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October 11 2010

The cooperation of corporate whistleblowers may be a crucial element of a transparent and fully accountable market place

A compensation plan that didn’t work

Leonard, Street and Deinard
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USA
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August 7 2010

HP's Chief Executive Officer, Mark Hurd, resigned after an investigation disclosed that Hurd had a "close personal relationship" with an H-P contractor hired by the Office of the CEO and that "Mark never disclosed that."

Dodd-Frank: disclosure of median comp of what utility?

Leonard, Street and Deinard
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USA
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August 6 2010

I have been thinking about the new Dodd-Frank requirement for public companies to report the ratio of the median annual total compensation of all the company's employees (other than the CEO) to the CEO's annual total compensation

What does a say-on pay vote look like?

Leonard, Street and Deinard
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USA
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August 18 2010

Under the Dodd-Frank Act, listed issuers will be required to include a say-on-pay vote for any shareholder meeting occurring on or after January 21, 2011

NYSE submits proposed rule to SEC on elimination of broker discretionary voting on executive compensation matters

Leonard, Street and Deinard
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USA
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September 7 2010

Pursuant to Section 957 of the Dodd-Frank Act, the New York Stock Exchange submitted a proposal to amend NYSE Rule 452 and NYSE Listed Company Manual Section 402