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Results: 1-10 of 22

New form of due diligence: relationships with compensation consultants
  • Blank Rome LLP
  • USA
  • January 24 2013

Due to recent SEC rulemaking,6 conflicts of interest with compensation consultants are at the forefront of disclosure issues in 2013 proxy season


New SEC guidance on emerging growth companies
  • Blank Rome LLP
  • USA
  • October 31 2012

On September 28, 2012, the Securities and Exchange Commission (SEC) issued additional frequently asked questions (FAQs) as part of its guidance on Title I of the Jumpstart Our Business Startups Act (JOBS Act) related to emerging growth companies (EGCs


Over $85 million in FCPA fines and penalties announced in the past 90 days is it time to add an FCPA risk factor?
  • Blank Rome LLP
  • USA
  • October 31 2012

Recent deferred prosecution agreements and settlements remind us of the need to carefully consider disclosure issues relating to the Foreign Corrupt Practices Act (FCPA


NYSE proposes new rules related to compensation committee and committee adviser independence
  • Blank Rome LLP
  • USA
  • October 31 2012

The NYSE recently filed proposed rule changes with the SEC related to compensation committee independence and the hiring of compensation advisers


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


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