Golden Parachutes

Golden Parachute is a term used to describe agreements between companies and employees (usually high-level executives) whereby employees are significantly compensated in the event employment is terminated. Typically, Golden Parachutes are implicated in the event of a merger or take-over of the original company and take the form of stock options, severance payments, and/or bonuses.

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News & Analysis as of May 24, 2013

ISS Publishes Updated FAQs for its Proxy Voting Policies

by Robert L. Kohl, Jonathan Weiner | Katten Muchin Rosenman LLP on 1/10/2013

On December 20, Institutional Shareholder Services (ISS) published updated FAQs regarding its proxy voting policies and procedures. The updated FAQs address, among other things, ISS’ policies for evaluating executive...more

Emerging Growth Company IPO Filings Initially Embrace JOBS Act's Reduced Executive Compensation Disclosure Requirements

by Sheppard Mullin Richter & Hampton LLP on 7/2/2012

On April 5, 2012, the President signed into law the “Jumpstart Our Business Startups Act” (JOBS Act). The JOBS Act also allows small businesses to harness “crowdfunding,” expands “mini-public offerings,” and streamlines the...more

Current SEC Guidance for “Emerging Growth Companies” Seeking to Take Advantage of JOBS Act

by Davis Wright Tremaine LLP on 5/30/2012

The Jumpstart Our Business Startups Act (the “JOBS Act”) became law in April with a goal of improving access to capital markets and easing compliance burdens for newer and smaller public companies. Among other things, the...more

House Passes JOBS Act—Legislation Would Facilitate Public and Private Capital Formation by Emerging Growth Companies

by Proskauer Rose LLP on 3/14/2012

The U.S. House of Representatives has passed legislation that, if approved by the Senate and enacted into law, would allow companies to raise capital more easily in both the private and public markets. On March 8, 2012, the...more

SEC Adopts “Say On Pay” And Golden Parachute Approval Rules

by Loeb & Loeb LLP on 2/23/2011

As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, enacted in July 2010, the Securities and Exchange Commission adopted rules governing shareholder approval of executive compensation (“say-on-pay”)...more

Corporate and Securities Alert - “Say on Pay” Final Rules

by Fenwick & West LLP on 1/28/2011

On January 25, 2011, the SEC issued final rules (“Final Rules”) designed to implement provisions of the Dodd-Frank Act relating to shareholder approval of executive compensation and golden parachute compensation arrangements....more

SEC Adopts “Say on Pay” Rules for Public Companies

by Ropes & Gray LLP on 1/28/2011

On January 25, 2011, the Securities and Exchange Commission adopted by a 3-2 vote final rules on say on pay, say on frequency and say on golden parachutes advisory votes, which give shareholders of public companies a voice on...more

Say on Pay and Say on Frequency - 2011 Proxy Season

by nancy lieberman on 1/28/2011

The SEC recently adopted final rules for disclosure of Say-on-Pay, Say-on-Frequency and golden parachute arrangements. Say-on-Pay and Say-on-Frequency apply in 2011 to all public companies other than smaller public companies....more

LegalMinds Interview: “Say on Pay” and Other Issues for the Upcoming Proxy Season

by Bruce Colwin on 12/28/2010

Each proxy season seems to be getting more and more complicated in terms of the new requirements as to what both the SEC and shareholders expect and this year will be no exception. According to David Lynn, Co-chair of...more

SEC Proposes Say-on-Pay and Say-on-Golden-Parachute Rules

by Duane Morris LLP on 11/8/2010

On October 28, 2010, the U.S. Securities and Exchange Commission (the "SEC") issued Release No. 34-63124, proposing new rules to implement Section 14A of the Securities Exchange Act of 1934 (the "Exchange Act"), which was...more

Corporate and Securities Alert: “Say on Pay” Rules Proposed

by Fenwick & West LLP on 11/2/2010

The SEC has released a rule proposal (“Proposal”) designed to implement provisions of the Dodd-Frank Act relating to shareholder approval of executive compensation and golden parachute compensation arrangements. We believe...more

SEC Proposes Rules on “Say on Pay” for Public Companies and Rules on Proxy Vote Reporting for Institutional Investment Managers

by Ropes & Gray LLP on 10/29/2010

On October 18, 2010, the Securities and Exchange Commission proposed rules on say on pay, say on frequency and say on golden parachutes votes to implement the provisions of the Dodd-Frank Act that give shareholders of public...more

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Golden Parachutes

ISS Publishes Updated FAQs for its Proxy Voting Policies

Emerging Growth Company IPO Filings Initially Embrace JOBS Act's Reduced Executive Compensation Disclosure Requirements

Current SEC Guidance for “Emerging Growth Companies” Seeking to Take Advantage of JOBS Act

House Passes JOBS Act—Legislation Would Facilitate Public and Private Capital Formation by Emerging Growth Companies

SEC Adopts “Say On Pay” And Golden Parachute Approval Rules

Corporate and Securities Alert - “Say on Pay” Final Rules

SEC Adopts “Say on Pay” Rules for Public Companies

Say on Pay and Say on Frequency - 2011 Proxy Season

LegalMinds Interview: “Say on Pay” and Other Issues for the Upcoming Proxy Season

SEC Proposes Say-on-Pay and Say-on-Golden-Parachute Rules

Corporate and Securities Alert: “Say on Pay” Rules Proposed

SEC Proposes Rules on “Say on Pay” for Public Companies and Rules on Proxy Vote Reporting for Institutional Investment Managers

More Say on Pay : What Will It Mean?

Dodd-Frank Act Means No Summer Vacation for Compensation Committees

Dodd-Frank Financial Reform Act - Key Corporate Governance and Executive Compensation Provisions

The Dodd-Frank Act: Non-Binding “Say-on-Pay” at Public Companies

Say on Pay: It’s Coming, Are You Ready?

House Passes Legislation on Say on Pay and Compensation Committees

Administration Proposals on Compensation Committees and Say on Pay Would Affect All Public Companies

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