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CEOs Disclosure Requirements

CEO Pay Ratio Disclosure Rule – Implementation Considerations

by King & Spalding on

Despite attempts to delay or eliminate the CEO pay ratio disclosure rule, most U.S. public companies will be required to comply with the rule beginning with their 2018 proxy statement. The CEO pay ratio disclosure rule will...more

SEC Issues Proposed Rules to Modernize and Simplify Regulation S-K

by Stinson Leonard Street on

The SEC has proposed amendments to Regulation S-K and related rules and forms. The proposed amendments are based on SEC staff recommendations in a report that was required by Section 72003 of the Fixing America’s Surface...more

SEC Publishes Helpful Guidance on Pay Ratio Disclosure

by McDermott Will & Emery on

The SEC recently confirmed that the new CEO pay ratio disclosure rules mandated in the Dodd-Frank Act will go into effect in the 2018 proxy season. To assist companies in preparation of the new disclosure, the SEC published...more

SEC Issues New Guidance on Pay Ratio Rule, Emphasizing “Flexibility” of Median Employee Pay Calculation

by Smith Anderson on

On September 21, 2017, the U.S. Securities and Exchange Commission (SEC) issued an interpretive release to assist public companies in complying with the SEC’s pay ratio rule. The SEC’s interpretive release emphasized the...more

SEC Issues New Guidance to Help Companies Prepare CEO Pay Ratio Disclosures

by Perkins Coie on

The Securities and Exchange Commission recently issued new guidance to help companies prepare their pay ratio disclosures that provides some relief for companies—and further validates that these rules are highly unlikely to...more

SEC Relaxes Pay Ratio Rules to Facilitate 2018 Proxy Disclosures

On September 21, 2017, the Securities and Exchange Commission (SEC) issued an interpretive release and new/revised C&DIs to assist companies in their efforts to comply with the pay ratio disclosure requirement. The guidance...more

The SEC's New Guidance Provides Additional Flexibility for Compliance With CEO Pay Ratio Disclosure

by White & Case LLP on

On September 21, 2017, the Securities and Exchange Commission ("SEC") issued an interpretive release and the staff of the Division of Corporation Finance (the "Staff") published separate guidance and revised Compliance and...more

SEC Issues New and Revised Guidance on CEO Pay Ratio Rule

by Hogan Lovells on

On September 21, the SEC and the staff of the Division of Corporation Finance issued new and updated interpretive guidance regarding the CEO pay ratio disclosure required by Item 402(u) of Regulation S-K. The guidance...more

Updated SEC Guidance Emphasizes Flexibility in Complying with Pay Ratio Disclosure Rule

Beginning in 2018, U.S. public companies will generally need to comply with the pay ratio disclosure rule under the Dodd-Frank Wall Street Reform and Consumer Protection Act, which requires that each such company disclose the...more

SEC Adopts Additional Guidance on CEO Pay Ratio Rule

by Proskauer - Tax Talks on

On September 21, 2017, the Securities and Exchange Commission (the “SEC”) adopted interpretive guidance regarding Item 402(u) of Regulation S-K, which governs pay ratio disclosure. The interpretive guidance is intended to...more

Japan Legal Update - Volume 29 | September 2017

by Jones Day on

Corporate Governance - Tokyo Stock Exchange Introduces Disclosure System for Information about Advisors and Counselors - On August 2, 2017, the Tokyo Stock Exchange announced new amendments to the Guidelines for...more

SEC Issues Additional Guidance for CEO Pay-Ratio Rule

by Reed Smith on

On September 21, 2017, the Securities and Exchange Commission (“SEC”) released detailed guidance, an interpretive release, and several new or modified Compliance and Disclosure Interpretations regarding the rule that will...more

SEC Eases Pay Ratio Rule

by Stinson Leonard Street on

Two pieces of guidance emerged from the Securities and Exchange Commission on September 21, 2017, with respect to the pay ratio rule. The guidance was issued by the Commission and the Commission's Division of Corporation...more

CEO Pay Ratio Rule: New SEC Advice Helps Companies Prepare to Comply

by Fenwick & West LLP on

Having recently affirmed that there will be no postponement of the 2018 effective date for CEO pay ratio disclosure, the U.S. Securities and Exchange Commission on Sept. 21 issued interpretive guidance to assist companies in...more

Pay Ratio Compliance is Around the Corner; Is Your Company Ready?

For two years, the pay ratio rule has loomed in the distance with uncertainty regarding its fate. On September 15, 2017, in remarks made at the ABA’s Business Law Section Annual Meeting, William Hinman, Director of the...more

Planning for the Approaching CEO Pay Ratio Disclosure Requirement

by Goodwin on

It appears likely that the CEO pay ratio disclosure rule adopted by the Securities and Exchange Commission in 2015 will require companies that are subject to the rule to begin including CEO pay ratio disclosure for 2017...more

Looking Ahead to the 2018 Proxy Season: Preparing for CEO Pay Ratio Rules Disclosure Requirements

by Proskauer - Tax Talks on

As part of the Dodd-Frank Wall Street Reform and Consumer Protection Act enacted in July 2010, Congress directed the Securities and Exchange Commission (SEC) to adopt pay ratio disclosure requiring public companies to...more

CEOs, Politics and the Law: Guidelines for a New Era in Corporate Social Speech

by Perkins Coie on

In recent weeks, America’s CEOs have spoken out on social issues like never before, placing the business community firmly within the national debate. Likewise, companies are feeling internal and external pressures to...more

Blog: Will Pay-Ratio Disclosure Benefit Investors?

by Cooley LLP on

One of the arguments that has often been used to oppose the Dodd-Frank pay-ratio provision is that the rule does not really provide information that benefits investors; instead, the argument goes, the real animus for the rule...more

CEO Pay Ratio Rule – Start Preparing Now - Little Likelihood of Repeal or Delay of the CEO Pay Ratio Rule

by Fenwick & West LLP on

Despite many predictions that the CEO pay ratio rule would be repealed, or at least delayed, there is no indication that any such relief will be provided to reporting companies. It appears, at least for now, that the CEO pay...more

Blog: A City Takes On CEO Pay It Considers “Disproportionate” — Will Others Follow Suit?

by Cooley LLP on

The NYT reports on an effort by one city to address income inequality by imposing a surtax on companies that pay their CEOs more than 100 times the median pay of their rank-and-file workers. According to the article, on...more

SEC Releases New Interpretations on CEO Pay Ratio Disclosure

by Bracewell LLP on

On October 18, 2016, the staff of the Division of Corporation Finance of the Securities and Exchange Commission published five new Compliance & Disclosure Interpretations (CDIs) related to CEO pay ratio disclosures. The CDIs...more

Blog: New Study Shows Inverse Correlation Between CEO Pay And Performance Over The Long Term

by Cooley LLP on

As reported in the WSJ, a new study from corporate-governance research firm MSCI showed that, over the long term, there was a signficant misalignment between CEO pay and stock-price performance. The study looked at CEO pay...more

Growing Trend of Companies Staying Private Longer

On May 17, 2016, Fortune Magazine published an article by Geoff Colvin, “Take This Market and Shove It,” examining the growing trend of companies staying private rather than opting for an IPO. The article notes that while...more

Maryland Just Can’t Help Itself When It Comes to Pay-to-Play Revisions

by Dentons on

Avid followers of the Pay to Play Law Blog know how active the State of Maryland has been over the past few years with regard to the amendment and revision of its pay-to-play framework for those contracting with or otherwise...more

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