News & Analysis as of

CEOs

CEO Pay Ratio Rule: New SEC Advice Helps Companies Prepare to Comply

by Fenwick & West LLP on

Having recently affirmed that there will be no postponement of the 2018 effective date for CEO pay ratio disclosure, the U.S. Securities and Exchange Commission on Sept. 21 issued interpretive guidance to assist companies in...more

Pay Ratio Compliance is Around the Corner; Is Your Company Ready?

For two years, the pay ratio rule has loomed in the distance with uncertainty regarding its fate. On September 15, 2017, in remarks made at the ABA’s Business Law Section Annual Meeting, William Hinman, Director of the...more

Planning for the Approaching CEO Pay Ratio Disclosure Requirement

by Goodwin on

It appears likely that the CEO pay ratio disclosure rule adopted by the Securities and Exchange Commission in 2015 will require companies that are subject to the rule to begin including CEO pay ratio disclosure for 2017...more

CEO Leadership – Honesty, Integrity, Listening and Empathy

by Michael Volkov on

At the outset, let me concede that I am not a psychiatrist (although we all feel like one at times with family members and colleagues). My observations on CEO leadership come from my own life experiences, and professional...more

Looking Ahead to the 2018 Proxy Season: Preparing for CEO Pay Ratio Rules Disclosure Requirements

by Proskauer - Tax Talks on

As part of the Dodd-Frank Wall Street Reform and Consumer Protection Act enacted in July 2010, Congress directed the Securities and Exchange Commission (SEC) to adopt pay ratio disclosure requiring public companies to...more

Proposed UK Corporate Governance Reforms Target Executive Pay Justification, Employee Engagement

by Jones Day on

The Situation: The UK government has proposed several corporate governance reforms in an effort to improve transparency and accountability in private and public employers....more

Blog: Studies Show Hedge Fund Activists Have Adverse Impact On Board Diversity And Target More Firms With Women CEOs

by Cooley LLP on

While more and more institutional holders and asset managers are noisily promoting board diversity among their portfolio companies—including, most recently, the NYC Comptroller and the NYC pension funds—hedge fund activists...more

CEOs, Politics and the Law: Guidelines for a New Era in Corporate Social Speech

by Perkins Coie on

In recent weeks, America’s CEOs have spoken out on social issues like never before, placing the business community firmly within the national debate. Likewise, companies are feeling internal and external pressures to...more

Blog: As the U.S. moves toward deregulation, the U.K. announces new corporate governance reforms

by Cooley LLP on

As discussed in this PubCo post, in November of last year, the U.K. Government published a “Green Paper” on Corporate Governance Reform, which, in the face of rising economic inequality, sought “to consider what changes...more

Still More On Suing The CEO For Social Activism

by Allen Matkins on

Last week, I devoted several posts to the question of suing the CEO for social activism. The catalyst for the discussion was an August 17, 2017 Op-Ed piece by Jon L. Pritchett and Ed Tiryakian in The Wall Street Journal. ...more

More On Suing The CEO For Social Activism

by Allen Matkins on

The last few days, I’ve been writing about the legal issues raised by Jon L. Pritchett and Ed Tiryakian in a recent opinion piece published by The Wall Street Journal. To sum up the discussion so far, Professor Stephen...more

Suing The CEO For Social Activism Is Likely To Be Challenging Under Nevada Law

by Allen Matkins on

Yesterday’s post concerned asked the question whether shareholders can sue CEOs for social activism. The answer is of course, yes. The more interesting question is whether shareholders will win the suit. To answer that...more

Can Shareholders Sue CEOs For Corporate Social Activism?

by Allen Matkins on

In an August 17, 2017 opinion piece published in The Wall Street Journal, Jon L. Pritchett and Ed Tiryakian had the following message for shareholders...more

In Case You Missed It: Launch Links - August, 2017 #2

by WilmerHale on

Some interesting links we found across the web this week: Why Startups Should Look for Opportunity Between the Coasts - Startups might consider an extended pit stop in the “flyover” states, where smaller cities are...more

Brace for 2018: The SEC’s Pay Ratio Rule

The SEC’s Pay Ratio Disclosure Rule is unlikely to be repealed — public companies should plan to comply. Takeaways - •The Financial CHOICE Act, which aims to repeal the CEO pay ratio disclosure rule, is unlikely to...more

Blog: Will Pay-Ratio Disclosure Benefit Investors?

by Cooley LLP on

One of the arguments that has often been used to oppose the Dodd-Frank pay-ratio provision is that the rule does not really provide information that benefits investors; instead, the argument goes, the real animus for the rule...more

Coal Executive Has His Feelings Hurt by Television Comedian John Oliver, Sues for Defamation

by Akin Gump - Excubitor on

In a Sunday, June 18, 2017, segment on John Oliver’s news comedy television show, Last Week Tonight, Oliver predicted that the founder and CEO of the largest privately owned coal company in the United States, the litigious...more

Poor Performing CEOs and Boards and Compliance Disasters

by Michael Volkov on

The business headlines are filled with the latest corporate scandal – Uber’s defective culture, CEO misconduct and reprehensible comments by supervising board members. Uber is just one of several significant companies caught...more

Compliance Lessons From Uber: Takeaways for Tech Startups

by Nilan Johnson Lewis PA on

While the media has widely covered the resignation of Uber’s CEO Travis Kalanick, it has largely ignored important lessons that tech startups can draw from Uber’s experience. In fact, the series of events leading up to...more

Cardiac Arrest: A CEO’s Story of Criminal Jeopardy

by Zuckerman Spaeder LLP on

When an executive becomes embroiled in a dispute with an employer, the executive tends to take it personally. And when the executive’s conflict is with the government, the executive’s sense of outrage ratchets up even more....more

CEO Pay Ratio Rule – Start Preparing Now - Little Likelihood of Repeal or Delay of the CEO Pay Ratio Rule

by Fenwick & West LLP on

Despite many predictions that the CEO pay ratio rule would be repealed, or at least delayed, there is no indication that any such relief will be provided to reporting companies. It appears, at least for now, that the CEO pay...more

Corporate Law & Governance Update - June 2017

by McDermott Will & Emery on

Board Termination of the "Unethical CEO" - An important new study concludes that CEO terminations for ethical lapses (as a percentage of overall CEO successions) has dramatically increased over the last five years. The...more

Character from the Top: An Interview with Fred Kiel

by NAVEX Global on

Fred Kiel and his team at KRW International spent seven years studying almost 100 CEOs, their executive staff and their employees. The goal? – To devise and implement a quantifiable way to answer the question: Does a leader’s...more

Target Reaches $18.5 Million Dollar Settlement in Data Breach with States

It seems as though we have been writing about this case for a lifetime. Target Corporation’s data breach saga came one step closer to a conclusion this week. On Tuesday, Target reached an $18.5 million settlement with 47...more

How Long Is Too Long for a CEO?

by Davis Wright Tremaine LLP on

Bill Marriott Jr. sat down for an interview recently with family business consultant Andrew Keyt and the Wall Street Journal’s Kate Linebaugh. The real impulse for the article was Mr. Marriott’s decision to reach outside the...more

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