The House of Representatives approved the Dodd-Frank Wall Street Reform and Consumer Protection Act on June 30. The Senate vote has been delayed until mid-July, with signing by President Obama expected thereafter. This Advisory describes the significant changes to corporate governance and executive compensation and disclosure applicable to publicly traded issuers, which are generally contained in Subtitle E Accountability and Executive Compensation Sections 951-957 of the bill. Of note is that the majority voting requirement, which would have required directors in uncontested elections to be approved by a majority of the votes cast, was dropped from the Senate version of the bill. Described below are some of the major corporate governance and executive compensation provisions of the bill and considerations for the 2011 proxy season.

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