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Results: 1-10 of 22

SEC approves FINRA rule relating to filing of private placements
  • Blank Rome LLP
  • USA
  • July 16 2012

Recently, the SEC approved, on an accelerated basis, FINRA Rule 5123 (the Rule


SEC to consider Dodd-Frank Act and Jobs Act rulemaking in August 2012
  • Blank Rome LLP
  • USA
  • July 16 2012

The SEC announced that on August 22, 2012 at 10:00 a.m. it will hold an open meeting to consider whether to adopt rules regarding disclosure and reporting obligations with respect to the use of conflict minerals to implement the requirements of Section 1502 of the Dodd-Frank Act


New compensation committee regime
  • Blank Rome LLP
  • USA
  • July 16 2012

The SEC’s adoption of a new Rule 10C-1, Listing Standards Relating to Compensation Committees, moves us one step closer to having the mandate of Section 952 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) fully implemented and to securities exchanges adopting listing standards relating to the independence of the compensation committee members and compensation advisers that provide advice to the compensation committee, the committee’s authority to retain compensation advisers, and the committee’s responsibility for the appointment, compensation and oversight of the work of a compensation adviser


Insurance for compensation clawbacks? Not if H.R. 5860 becomes law
  • Blank Rome LLP
  • USA
  • July 16 2012

Both the Sarbanes-Oxley Act and the Dodd-Frank Act contain compensation clawback provisions


NASDAQ proposes to expand an exception to its corporate governance rules
  • Blank Rome LLP
  • USA
  • July 16 2012

Recently, NASDAQ proposed expanding an existing exception to its corporate governance rules to allow a non-independent director who is a family member of a non-executive employee of a listed company to serve on a listed company’s audit committee, compensation committee or nominating committee under exceptional and limited circumstances


SEC comments related to emerging growth companies
  • Blank Rome LLP
  • USA
  • July 16 2012

Since shortly after the JOBS Act became law, the SEC staff has been reviewing registration statements filed by emerging growth companies (EGCs


Advice and insights for audit committees from the PCAOB Chairman
  • Blank Rome LLP
  • USA
  • November 30 2012

At the 2012 annual meeting of the Association of Audit Committee Members, James R. Doty, the Chairman of the PCAOB, spoke on recent PCAOB initiatives designed to enhance the relevance, credibility and transparency of the audit for the sake of investors


NASDAQ amended its independence standards for compensation committee members
  • Blank Rome LLP
  • USA
  • January 15 2014

On December 11, 2013, the SEC published a notice of filing and immediate effectiveness of the proposed rule change related to the independence of


The status of proxy access
  • Blank Rome LLP
  • USA
  • September 28 2011

On August 25, 2010, the SEC adopted fi nal rules (i) requiring a company to include director nominees of eligible shareholders in company proxy materials pursuant to a new Rule 14a-11 (proxy access rule) and (ii) enabling shareholders to submit proposals for inclusion in a company’s proxy statement pursuant to Rule 14a-8(i)(8) seeking to amend provisions in the company’s organizational documents relating to proxy access (private ordering rule


Clawback of executive compensation
  • Blank Rome LLP
  • USA
  • September 28 2011

On August 30, 2011, the SEC announced a settlement with James O’Leary, former Chief Financial Officer of Beazer Homes USA, Inc., to recover $1,431,022 in cash representing his bonus compensation, incentive-based and equity-based compensation and stock sale profits received during the 12-month period after the issuance of Beazer’s quarterly and annual financial statements for its 2006 fiscal year