Section 956 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires that six agencies — the Federal Reserve System (FRS), Office of the Comptroller of the Currency (OCC), the Federal Deposit Insurance...more
On April 23, 2024, the Federal Trade Commission (FTC) voted 3-to-2 to issue a final rule that will ban most employer-employee non-compete agreements if it survives legal challenges from the U.S. Chamber of Commerce and other...more
Background -
On Aug. 25, 2022, the SEC released its final regulations implementing Dodd Frank Section 953(a) Pay for Performance rules (see McGuireWoods’ Aug. 30, 2022, legal alert). These regulations require companies to...more
On Aug. 25, the SEC released its final regulations implementing Dodd Frank Section 953(a) Pay for Performance rules (much to the chagrin of Commissioner Peirce). The rules are extremely complicated and prescriptive in nature...more
On Oct. 4, 2021, the U.S. Departments of Labor, Health and Human Services, and Treasury (collectively, the departments) released guidance (FAQs) concerning application of the HIPAA nondiscrimination and Affordable Care Act...more
The Department of Labor (DOL) recently issued an information letter under the Employee Retirement Income Security Act (ERISA) making it clear that fiduciaries of defined contribution plans — e.g., 401(k) plans — may prudently...more
6/15/2020
/ 401k ,
Defined Contribution Plans ,
Department of Labor (DOL) ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Fiduciary Duty ,
Information Letters ,
Investment ,
Investment Management ,
Private Equity ,
Retirement Plan
During the COVID-19 pandemic, the U.S. government may find it necessary to direct companies to use a patented technology owned by others in order to serve the public good. The essence behind patent rights is to exclude others...more
Even as senior management rapidly shifts priorities in the face of layoffs, volatile stock prices and sharp declines in cash flow, compensation committees must come to terms with the impact of the coronavirus (COVID-19)...more
The new Coronavirus Aid, Relief, and Economic Security Act (CARES Act), signed into law March 27, 2020, offers relief for employers and employees enduring the financial pressures of the coronavirus pandemic.
Specific...more
The IRS recently released guidance regarding the 2017 Tax Act amendments to Section 162(m) of the Internal Revenue Code, which generally apply to taxable years beginning or after Jan. 1, 2018. IRS Notice 2018-68 provides...more
Many of us in the executive compensation field have been busy these past few months preparing proxy statements and corresponding executive compensation disclosures. Now that the crush of proxy season is largely behind us,...more
On Dec. 22, President Trump signed into law the 2017 Tax Act, the most comprehensive set of changes to the Internal Revenue Code since 1986. Some of the changes affect executive compensation and employee benefits. Because...more
1/2/2018
/ Affordable Care Act ,
Compensation & Benefits ,
Deferred Compensation ,
Employee Benefits ,
Executive Compensation ,
Individual Mandate ,
Internal Revenue Code (IRC) ,
Section 162(m) ,
Section 409A ,
Tax Cuts and Jobs Act ,
Tax Deductions ,
Tax Reform
Last week, the Securities and Exchange Commission (SEC) issued new guidance under its rule implementing the pay ratio disclosure requirement mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act. The...more
Over the past week, lawsuits have been filed against seven prominent private universities in connection with their respective retirement plans. The suits allege breach of ERISA fiduciary duties to plan participants because...more
Last week, the Internal Revenue Service (IRS) proposed new regulations under Section 457 of the Internal Revenue Code (Code), which governs nonqualified deferred compensation plans of state and local governments and private...more
Earlier this month, six federal agencies each released a re-proposal of rules (the New Rules) on incentive compensation reforms under Section 956 of the Dodd-Frank Wall Street Reform and Consumer Protection Act.
The New...more
As we previously reported, two private equity funds (the Sun Funds) managed by Sun Capital Advisors, Inc. (SCAI) have for years battled with the New England Teamsters & Trucking Industry Pension Fund (TPF) over whether the...more
As noted in this McGuireWoods alert, the SEC recently finalized the CEO pay ratio disclosure requirements under Section 953(b) of the Dodd Frank Act. The biggest piece of news in connection with the final rules is the delayed...more
On Aug. 5, 2015, the Securities and Exchange Commission (SEC) adopted a final rule implementing the CEO pay-ratio disclosure requirements of Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act....more
8/12/2015
/ CEOs ,
COLA ,
Data Privacy ,
Disclosure Requirements ,
Dodd-Frank ,
Emerging Growth Companies ,
Executive Compensation ,
Foreign Workers ,
Pay Ratio ,
Proxy Statements ,
Publicly-Traded Companies ,
Regulation S-K ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
W-2
On July 1, the SEC proposed rules requiring national security exchanges (such as NYSE and Nasdaq) to establish listing standards requiring publicly traded companies to adopt, comply with and disclose written clawback...more
Yesterday, the SEC proposed the long-awaited executive compensation clawback rules under Section 954 of the Dodd Frank Act. Weighing in at over 100 pages, there is a lot to digest. This McGuireWoods client alert provides an...more
For years courts have struggled with defining what qualifies as a “top hat plan.” The stakes in these cases are often high, as top hat plans are exempt from most of ERISA’s substantive requirements, including from its funding...more
In a Chief Counsel Memorandum issued last month, the IRS concluded that an executive retention arrangement violated Section 409A despite the employer’s efforts to correct the arrangement before the retention bonus vested....more
On April 29, the Securities and Exchange Commission (SEC) proposed new “pay-versus-performance” disclosure rules to implement one of the last two remaining executive compensation requirements mandated by the Dodd-Frank Wall...more
The final Section 162(m) regulations issued by the IRS last week have a small but welcome surprise for companies that have recently become public....more