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Dodd-Frank Blog

Articles: 1-10 of 654

SEC Staff Issues Accounting Guidance on “Spring-Loaded” Compensation Awards to Executives

USA - November 29 2021 The SEC staff has released guidance for companies about how to properly recognize and disclose compensation cost for “spring-loaded awards” made to…

Proposed CFIUS Rules Would Delay Determination with Respect to Excepted Foreign States

USA - November 27 2021 The “excepted foreign state” definition in the CFIUS rules operates together with other relevant terms to exclude from CFIUS’s jurisdiction covered…

SEC Proposes Changes to Proxy Advisor Rules

USA - November 26 2021 In 2019, the SEC proposed changes to its proxy advisor rules (the “2019 Proposed Rules”). Later the SEC adopted final rules regarding proxy voting…

SEC Adopts Mandatory Universal Proxy Rules

USA - November 17 2021 In 2016 the SEC adopted proposed rules related to use of universal proxies in contested director elections. The SEC has now adopted final rules. The…

SEC Reverses Course on Shareholder Proposals

USA - November 10 2021 The SEC Division of Corporation Finance announced it has rescinded Staff Legal Bulletin (“SLBs”) Nos. 14I, 14J and 14K after a review of staff…

ISS Publishes Proposed Changes for 2022 for Comment

USA - November 8 2021 ISS has published proposed policy changes for 2022 for public comment. The following summarizes proposed changes for the U.S. market…

SEC Reopens Comments on Compensation Clawbacks

USA - October 15 2021 In 2015 the SEC proposed rules to implement Section 954 of the Dodd-Frank which added Section 10D to the Securities Exchange Act of 1934. Section 10D…

SEC Updates Filing Fee Rules

USA - October 13 2021 The SEC has adopted amendments that it believes will modernize filing fee disclosure and payment methods. The revised rules amend most fee-bearing…

NYSE Proposal Addresses Abstentions in Definition of “Votes Cast”

USA - October 4 2021 Section 312.07 of the NYSE Listed Company Manual provides that, where shareholder approval is a prerequisite to the listing of any additional or new…

Preliminary Planning for the 2022 Proxy Season

USA - September 23 2021 We have identified only a few possible changes to date for D&O questionnaires and committee charters for the 2022 proxy season…