Two federal courts in Texas have separately ordered stays delaying the effective date of the Department of Labor’s (DOL) final “investment advice fiduciary rule” under Section 3(21) of the Employee Retirement Income Security...more
On April 23, 2024, the U.S. Department of Labor (DOL) released its final amendments to the regulations under Section 3(21) of the Employee Retirement Income Security Act of 1974 (ERISA) defining an “investment advice...more
Overview of Committee Member Responsibilities -
Compensation committee (Committee) members’ duties and responsibilities generally are outlined in the Committee’s organizational charter approved by the board of directors...more
4/4/2024
/ Clawbacks ,
Corporate Governance ,
Delaware General Corporation Law ,
Dodd-Frank ,
Enforcement Actions ,
Executive Compensation ,
Listing Rules ,
Non-Compete Agreements ,
Proxy Advisory Firms ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
On October 31, 2023, the U.S. Department of Labor (DOL) released proposed amendments to the regulations under Section 3(21) of the Employee Retirement Income Security Act of 1974 (ERISA) to the definition of an “investment...more
Overview of Committee Member Responsibilities -
Compensation committee (Committee) members’ duties and responsibilities generally are outlined in the Committee’s organizational charter approved by the board of directors...more
3/8/2023
/ Acquisitions ,
Compensation Committee ,
Director Compensation ,
Eligibility ,
Equity Compensation ,
Executive Compensation ,
Filing Season ,
Financial Adviser ,
Mergers ,
Proxy Advisory Firms ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Stock Exchange ,
Taxation
On December 29, 2022, President Joe Biden signed into law the Consolidated Appropriations Act of 2023, which includes the SECURE 2.0 Act of 2022 (SECURE 2.0). SECURE 2.0 is an expansion of the Setting Every Community Up for...more
12/30/2022
/ 401k ,
Employee Benefits ,
Employees ,
Employer Contributions ,
EPCRS ,
Hardship Distributions ,
Joe Biden ,
Plan Participants ,
Required Minimum Distributions ,
Retirement ,
Retirement Plan ,
SECURE Act ,
Student Loans
Preface
The duties imposed on compensation committees of publicly traded companies have evolved and grown over time. This eighth edition of the Compensation Committee Handbook from the lawyers of the Executive...more
The duties imposed on compensation committees of publicly traded companies have evolved and grown over time. This seventh edition of the Compensation Committee Handbook from the lawyers of the Executive Compensation and...more
As discussed in our March 23, 2020, client alert “Recommendations for Compensation Committees During the COVID-19 Crisis,” compensation committees charged with implementing programs intended to incentivize and retain...more
The Coronavirus Aid, Relief, and Economic Security Act (CARES Act) became law on March 27, 2020, providing financial assistance to individuals and businesses impacted by the COVID-19 pandemic, as previously discussed in our...more
3/31/2020
/ Airlines ,
CARES Act ,
Compensation Restrictions ,
Covered Employees ,
Critical Infrastructure Sectors ,
Defined Benefit Plans ,
Defined Contribution Plans ,
Employee Benefits ,
Federal Loans ,
Paycheck Protection Program (PPP) ,
Payroll Taxes ,
Pensions ,
Retirement Plan ,
Self Employed ,
Tax Credits ,
Tax Deferral
As discussed in our March 20, 2020, client alert “Thoughts for Boards of Directors on the COVID-19 Crisis,” COVID-19 is testing the oversight skills of boards of directors as companies come to terms with the new normal in the...more
The First Circuit, however, disagreed with the lower court. Analyzing the multi-factor test for establishing partnership status under federal tax court precedent and noting the lack of other formal guidance from regulators or...more
11/26/2019
/ Appeals ,
Binding Precedent ,
Employee Retirement Income Security Act (ERISA) ,
Investment Funds ,
Joint and Several Liability ,
Multiemployer Plan ,
Partnership-in-Fact ,
Partnerships ,
Portfolio Companies ,
Private Equity Funds ,
Reversal ,
Sun Capital Partners ,
Tax Court ,
Withdrawal Liability
The duties imposed on compensation committees of publicly traded companies have evolved and grown over time. The fifth edition of the Compensation Committee Handbook, authored by our Executive Compensation and Benefits Group,...more
12/11/2018
/ Acquisitions ,
Compensation Committee ,
Director Compensation ,
Employee Benefits ,
Employment Contract ,
Equity Compensation ,
Executive Compensation ,
Fiduciary Duty ,
Financial Adviser ,
Mergers ,
Nasdaq ,
NYSE ,
Proxy Advisory Firms ,
Publicly-Traded Companies ,
Section 16 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Stock Exchange ,
Taxation
On June 21, 2018, the U.S. Court of Appeals for the Fifth Circuit issued its order, or mandate, putting into effect its earlier decision to vacate the Department of Labor’s (DOL) conflict of interest regulation (the fiduciary...more
6/26/2018
/ Best Interest Contract Exemptions ,
Conflicts of Interest ,
Consumer Financial Products ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Fiduciary Rule ,
Financial Services Industry ,
Investment Adviser ,
Investment Management ,
Regulatory Oversight ,
Regulatory Reform ,
Retirement Plan ,
Vacated
On March 15, 2018, in a 2-1 decision, the U.S. Court of Appeals for the Fifth Circuit vacated entirely the conflict of interest regulation of the Department of Labor (DOL) and its related prohibited transaction exemptions...more
On November 27, 2017, the U.S. Department of Labor (DOL) extended the transition period for its conflict of interest regulation (commonly referred to as the "fiduciary rule") until July 1, 2019....more
In a May 23, 2017, op-ed in The Wall Street Journal, Secretary of Labor Alexander Acosta indicated that the conflict of interest regulation (commonly referred to as the fiduciary rule) issued by the Department of Labor (DOL)...more
5/30/2017
/ Broker-Dealer ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Dodd-Frank ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Rule ,
Field Assistance Bulletins ,
Financial Adviser ,
Investment Adviser ,
Retirement Plan ,
Secretary of Labor ,
Securities and Exchange Commission (SEC)
On April 4, 2017, the Department of Labor (DOL) released its final rule providing a 60-day delay of the April 10, 2017, applicability date of its conflict of interest regulation (the so-called fiduciary rule) and related...more
4/7/2017
/ Best Interest Contract Exemptions ,
Broker-Dealer ,
Conflicts of Interest ,
Delays ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Rule ,
Final Rules ,
Investment Adviser ,
Prohibited Transactions ,
Repeal ,
Retirement Plan ,
Trump Administration
The Department of Labor (DOL) today announced a proposed 60-day delay of the April 10, 2017, applicability date of its conflicts of interest regulation (the so-called fiduciary rule) and related prohibited transaction...more
In 2016, regulatory developments introduced fundamental changes in the legal standards that govern the relationship of broker-dealers with their customers. Although the changes are not applicable until April 10, 2017, most in...more
2/8/2017
/ 401k ,
Best Interest Contract Exemptions ,
Broker-Dealer ,
Department of Labor (DOL) ,
Dodd-Frank ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Individual Retirement Account (IRA) ,
Investment Adviser ,
Retirement Plan ,
Securities and Exchange Commission (SEC) ,
Trump Administration
By a memorandum to the acting secretary of labor signed on Friday, February 3, 2017, President Trump formally directed the Department of Labor (Department) to review its conflict of interest regulations, the so-called...more
President Donald Trump’s campaign proposals included changes to tax rates and a promise to repeal the Dodd-Frank Act. If enacted, these proposals could have a significant impact on the way businesses handle executive...more
2/7/2017
/ Corporate Taxes ,
Deferred Compensation ,
Department of Labor (DOL) ,
Dodd-Frank ,
Employee Retirement Income Security Act (ERISA) ,
Executive Compensation ,
Fiduciary Rule ,
Repeal ,
Say-on-Pay ,
Tax Reform ,
Trump Administration
As the 2017 proxy season approaches, companies may be preparing to solicit shareholder approval for a new, or an amendment to an existing, equity incentive plan. In doing so, companies should keep in mind the positions of...more
1/27/2017
/ CEOs ,
Clawbacks ,
Equity Compensation ,
Equity Plan Scorecard (EPSC) ,
Equity Plans ,
Executive Compensation ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
Proxy Season ,
Publicly-Traded Companies ,
Shareholder Approval ,
Vesting
The Department of Labor (DOL) recently issued guidance on the Conflicts of Interest Rule it released earlier this year. The guidance, issued on October 27, 2016, is in the form of answers to frequently asked questions, which...more
11/8/2016
/ Audits ,
Best Interest Contract Exemptions ,
Compliance ,
Conflicts of Interest ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Executive Compensation ,
Financial Adviser ,
Individual Retirement Account (IRA) ,
Internal Revenue Code (IRC) ,
Investment Adviser ,
New Guidance ,
Prohibited Transactions ,
Retirement Plan