Executive Compensation

News & Analysis as of

Internal Revenue Code Section 162(m) Compliance Alert

As we start the New Year, publicly traded corporations should begin reviewing their compensation plans/arrangements to ensure that compensation that is intended to qualify as performance-based compensation satisfies the...more

CD&A Disclosure

The CD&A is a required part of a public company’s annual proxy statement. Its stated purpose is to give shareholders material information about a company’s compensation objectives and policies for the named executive officers...more

Preparing for the 2015 Proxy Season

Similar to last year, there are no new disclosure requirements which need to be reflected in this year’s proxy statement; however, with ongoing shareholder activism and the desire of companies to communicate effectively with...more

New York’s Nonprofit Revitalization Act: A Guide to the Law’s Key Provisions

Significant portions of the New York Nonprofit Revitalization Act (the “Revitalization Act” or the “Act”) went into effect in 2014. The Act represents the first overhaul in more than 40 years of laws applicable to nonprofit...more

DOL and Treasury Update 2014-2015 Regulatory Agendas for Employee Benefits

The principal regulators of U.S. employee benefits have recently published updates to their guidance plans for the coming months. The updated plans are reflected in the attached chart. ...more

Executive Compensation – It May be Limiting Your Choices

Many community banks have been under fire recently. Added regulatory burdens, additional disclosure responsibilities, cleaning up bad loans, streamlining the organization, staying ahead of cybersecurity threats, and, perhaps...more

Executive Compensation Continues to be a Hot Button Compliance Issue for Charitable Organizations

Over the last decade, the IRS has assumed a broader role in the governance of tax-exempt organizations and embraced the view that transparency leads to tax compliance. Nowhere is the IRS s approach more evident than in the...more

2015 Hot Topics for Multinational Companies

As we enter the New Year, Littler's international practice has identified a number of key employment and labor law issues for multinational companies (MNCs). The past year has brought to the fore some challenging issues...more

Blog: How Many Hours Does It Take To Create Pay-Ratio Rules?

The WSJ is reporting that the SEC staff has spent an aggregate of 7,196 hours since 2011 working on the development of the still-in-the-proposal-stage pay-ratio disclosure rules required under Dodd-Frank....more

Compensation Issues – Revisited

We have completed another retirement plan audit season and have noticed a number of common errors occurring with compensation. I previously discussed these issues in my blog series “Compensation: The Missing Link – Part 1”...more

Community Banking Excellence - Issue 4, 2014

In This Issue: - Another Perspective - From the Editor - Executive Compensation: It May be Limiting Your Choices - Community Banks Adding Prepaid Products Face New Imperatives - Discharge, Debt Buyers and...more

Blog: Are We Aligning Pay To The Wrong Performance Metrics?

As discussed in this article in Compliance Week, this report, “The Alignment Gap Between Creating Value, Performance Measurement, and Long-Term Incentive Design Sustainable,” by Organizational Capital Partners and the...more

New Compensation Data Requirements Increase Burdens in Upcoming OFCCP Audits

Despite concerns regarding data security issues and potential compliance burdens, the Department of Labor’s Office of Federal Contract Compliance Programs (OFCCP) recently notified more than 2,500 entities of upcoming audits...more

Top 10 Topics for Directors in 2015

In this issue: - Strategic Planning Challenges - Cybersecurity - Assess the Impact of Advances in Technology and Big Data - Shareholder Activism - The Return of M&A - Risk...more

"Checklist of Matters to Be Considered for the 2015 Annual Meeting and Reporting Season"

As our clients and friends once again embark on preparations for their 2015 annual meeting and reporting season, we have compiled a checklist of the corporate governance, executive compensation and disclosure matters that we...more

2014 End of Year Plan Sponsor “To Do” List (Part 3) Executive Compensation

As 2014 comes to an end, we are pleased to present you with our traditional End of Year Plan Sponsor “To Do” Lists. This year we are presenting our “To Do” Lists in three separate SW Benefits Updates. Part 1 of the series...more

Delay in Dodd-Frank Executive Compensation Rules

The Securities and Exchange Commission recently indicated that further rule-making would not likely occur until October of 2015 with respect to....more

ISS and Glass Lewis Update Their Proxy Voting Guidelines

Institutional Shareholder Services (ISS) and Glass, Lewis & Co. (Glass Lewis), two of the leading providers of corporate governance research and proxy voting services, have published their updated proxy voting guidelines for...more

Proxy Advisory Firms Release Policy Updates for 2015

Institutional Shareholder Services (ISS) and Glass Lewis, two leading proxy advisory firms, recently published their 2015 proxy voting guidelines for US companies, which include several updates applicable to the 2015 proxy...more

ISS and Glass Lewis Adopt 2015 Voting Policies

Proxy advisory firms Institutional Shareholder Services Inc. (ISS) and Glass Lewis have both released their voting policies for the 2015 proxy season. The policy changes for U.S. companies include updates to the firms’...more

ISS and Glass Lewis Update their Proxy Voting Guidelines for 2015

Proxy research and advice entities Institutional Shareholder Services Inc. (“ISS”) and Glass, Lewis & Co., LLC (“Glass Lewis”) recently updated the guidelines each service will use to inform their voting recommendations for...more

The Next Wave of Proxy Access Proposals: What Issuers Should Know and How They Can Prepare

The Comptroller of the City of New York, who oversees pension funds with a combined $160 billion in assets, recently submitted proxy access shareholder proposals at 75 U.S. public companies as part of its Boardroom...more

ISS and Glass Lewis Update Proxy Voting Guidelines for 2015

Institutional Shareholder Services Inc. (ISS) and Glass, Lewis & Co., LLC, issued their respective annual updates to their proxy voting guidelines on November 6, 2014. As revised these guidelines have important implications...more

Corcoran: Infighting on Compensation Costs BigLaw Time and Money [Video]

Nov. 14, 2014 (Mimesis Law) -- Tim Corcoran, president of the Legal Marketing Association and head of the Corcoran Consulting Group, talks with Lee Pacchia about some of the myths and bad practices he sees in law firm...more

NYC Pension Fund Submits 75 Proxy Access Proposals

New York City Comptroller Scott M. Stringer, on behalf of the $160 billion New York City Pension Funds, has submitted proxy access shareowner proposals to 75 companies. The proposals request a bylaw to give shareowners who...more

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