On March 3, 2013, voters in Switzerland approved a referendum providing one of the world’s most onerous restrictions regarding executive compensation. The referendum entitled, “Eidgenössische Volksinitiative ‘gegen die...more
The Public Company Accounting Oversight Board, or PCAOB, has reproposed a new auditing standard, Related Parties, and certain other amendments to its standards. Overall, the reproposal is directed at detecting material...more
As noted in our Securities Alert dated October 9, 2012, the New York Stock Exchange (NYSE) and the Nasdaq Stock Market (Nasdaq) proposed rule changes to their respective listing standards affecting public company boards of...more
IRS Addresses Issues of Unrelated Business Taxable Income and Executive Compensation in Colleges and Universities Compliance Project Report -
On April 25, 2013, the Internal Revenue Service (IRS) released its Final...more
Report offers lessons for many tax-exempt organizations on unrelated business taxable income and executive compensation....more
As most listed public companies know, as a result of the Dodd-Frank Act, the stock exchanges have adopted rules regarding the independence of compensation committees and their advisers. NASDAQ and the NYSE require the first...more
The IRS released its Final Report on its five year study of the audit results of colleges and universities. Lois G. Lerner, Director of the Exempt Organizations division of the IRS announced the “long awaited” posting of the...more
In October 2008, the Internal Revenue Service (the “IRS”) began work on the Nonprofit Colleges and Universities Compliance Project (the “Project”). The IRS sent out an initial compliance questionnaire to over 400 tax-exempt...more
A recent report of the IRS’ Exempt Organizations (EO) division provides the results of a multi-year audit of tax-exempt colleges and universities regarding their compliance with IRS reporting requirements. The report focuses...more
Early Lessons From the 2013 Proxy Season -
As Skadden monitors the initial weeks of the 2013 proxy season, we are seeing the following preliminary trends:
Vote Results -
Of the first 279 companies of the...more
Litigation challenging equity compensation exploded in 2012 and shows no signs of slowing, with a storm of lawsuits targeting Rule 10b5-1 trading plans threatening to strike for 2013 as well...more
Implementing Executive Order 38 issued by Governor Cuomo early in 2012, thirteen New York State agencies have again released revised proposed regulations placing a limit on the funds that can be used for administrative...more
On April 1, 2013, the Internal Revenue Service issued proposed regulations providing guidance on the $500,000 deduction limit for compensation paid by certain health insurance companies to their employees. Because of the...more
In a recent opinion, the United States District Court for the District of Delaware dismissed a derivative complaint brought as a result of a negative shareholder advisory vote on executive compensation. The court found that...more
In this presentation:
- Update January 15, 2013 Presentation.
More investigation notices, more lawsuits filed, more decisions reached.
Trends are becoming more apparent in hindsight.
In this presentation:
- Explain the consequences of excessive executive compensation
- Discuss rebuttable presumption of reasonableness
- Discuss recent IRS enforcement efforts
Please see full...more
Amendments to the stock exchange listing rules governing compensation committee independence were finalized recently, as the U.S. Securities and Exchange Commission (SEC), the New York Stock Exchange (NYSE) and the NASDAQ...more
On February 20, 2013, SEC Commissioner Luis A. Aguilar delivered a speech regarding the need for more robust disclosure in proxy statements and highlighted areas in which disclosure can be substantially improved....more
Last month, the Securities and Exchange Commission (SEC) approved amendments to the listing standards of The New York Stock Exchange (NYSE) and The Nasdaq Stock Market (Nasdaq) to implement Rule 10C-1...more
In this issue:
- Recent SEC Speeches Focus on Investor Protection and Disclosure
- SEC 2013 Examination Priorities
- CFTC Revises Clearing Compliance Schedule for iTraxx CDS Indices
- SEC Division...more
As we enter the 2013 proxy season, companies should be aware of a new flavor of shareholder litigation. Some of the same firms that routinely attack M&A transactions have set their sights on a new target: attacking...more
In January 2013, the Securities and Exchange Commission approved new NYSE and Nasdaq listing standards addressing the independence of compensation committees and their advisers.
In this edition of the Public Company...more
6 key amendments to remuneration reports -
On 14 December 2012, Treasury released for consultation the next set of proposed reforms to Australia's executive remuneration framework. ...more
As our clients and friends know, each year Mintz Levin provides an analysis of the regulatory developments that impact public companies as they prepare for their fiscal year-end filings with the Securities and Exchange...more
A periodic bulletin keeping small businesses informed about current developments in securities law and related matters.
For the first time, smaller reporting companies are subject, in 2013, to the stockholder advisory...more
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