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Dodd-Frank Wall Street Reform and Consumer Protection Act › Directors

The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and... more +
The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and includes broad reforms related to many aspects of the financial and banking industry. Notable sections of the Act include stricter regulations of the derivatives market, as well as the Volcker Rule, which restricts the trading practices of FDIC-insured institutions.    less -
Burns & Levinson LLP

Client Advisory: Executive Compensation and Clawbacks

Burns & Levinson LLP on

Clawback compensation has been a longstanding tool for both public and private companies to recoup excesses paid to employees after the occurrence of certain untoward events. For example, it is not uncommon to find clawback...more

Katten Muchin Rosenman LLP

SEC Adopts Mandatory Rules for Clawing Back Incentive-Based Compensation: Questions and Answers for Public Companies and Best...

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On October 26, the Securities and Exchange Commission (SEC) adopted long-delayed rules which will require companies to implement mandatory "clawback" policies with respect to incentive-based compensation if the company's...more

Wilson Sonsini Goodrich & Rosati

SEC Adopts Final Clawback Rules

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On October 26, 2022, the U.S. Securities and Exchange Commission (SEC) approved final rules that will ultimately require public companies to adopt, enforce, and disclose policies to recover (or “clawback”) excess...more

Foley & Lardner LLP

A Review of Recent Whistleblower Developments

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Whistleblower Developments is a periodic report covering significant cases, decisions, proposals, and legislation related to whistleblower statutes and how they may impact your business. Recent developments include: ...more

Wilson Sonsini Goodrich & Rosati

Important Reminders for the 2017 Proxy Season

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The following are some important reminders and updates for the 2017 proxy season. Say-When-on-Pay - Required Vote in 2017 - The Securities and Exchange Commission (SEC) requires companies to conduct a...more

BakerHostetler

Securities and Governance Updates – January 2017

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As part of BakerHostetler’s commitment to serve as a strategic business partner, we are pleased to publish this first edition of our Securities & Governance Bulletin. This resource is designed to keep executives, corporate...more

Snell & Wilmer

Corporate Communicator - 2017 Annual Meeting Season

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Dear clients and friends, We present our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy season. This issue highlights SEC reporting and...more

Porter Hedges LLP

Business Litigation Alert: "Court Ruling Allows Whistleblower to Sue Board Members"

Porter Hedges LLP on

A recent ruling in California federal court (here) broadens legal protections for whistleblowers and expands who can be held liable in retaliation cases. In the case, Wadler v. Bio-Rad Labs., Inc., a federal judge ruled that...more

Proskauer - Whistleblowing & Retaliation

N.D. Cal.: Internal Whistleblowers Are Protected and May Sue Individual Directors

Proskauer - Whistleblowing & Retaliation on

On October 23, 2015, the U.S. District Court for the Northern District of California largely denied a motion to dismiss a whistleblower retaliation claim brought by a company’s former general counsel, ruling that: (I) the SOX...more

The Volkov Law Group

Slowing Down the SEC Administrative Train

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I am convinced that the law eventually reaches the “right” solution. There may be disastrous detours along the way, but in the end the law will adapt to reach the right result. Of course, our history is replete with instances...more

Dechert LLP

The Claws Are Out – SEC Proposes Clawback Regulations Under Dodd-Frank

Dechert LLP on

Five years after the passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”), the U.S. Securities and Exchange Commission (“SEC”) has issued the last of its proposed rules to implement the...more

Faegre Drinker Biddle & Reath LLP

Summary of SEC's Proposed Rule on Executive Compensation Clawbacks

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The Dodd-Frank Act required the Securities & Exchange Commission (SEC) to adopt rules that direct national securities exchanges (such as the NYSE and NASDAQ) to require listed companies to implement and disclose their...more

Dechert LLP

Financial Services Quarterly Report - Second Quarter 2015: Incentive-Based Compensation: Dodd-Frank and the Example of Europe

Dechert LLP on

After a four-year hiatus, some of the more controversial elements of the executive compensation rules mandated by the U.S. Dodd-Frank Act are back on the table. This article explores these elements – principally in the...more

McDermott Will & Emery

SEC Proposes Disclosure Rule for Hedging Transactions by Directors, Officers and Employees

McDermott Will & Emery on

On February 9, 2015, the U.S. Securities and Exchange Commission (SEC) issued a proposed rule that, if adopted, would require public companies to disclose in annual proxy statements whether their employees and board members...more

Skadden, Arps, Slate, Meagher & Flom LLP

"SEC Proposes New Rules on Hedging Policy Disclosures"

Skadden, Arps, Slate, Meagher & Flom LLP on

On February 9, 2015, the U.S. Securities and Exchange Commission (SEC) released proposed rules to implement Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank). Dodd-Frank amended Section...more

Cooley LLP

Blog: SEC Issues Proposal For Hedging Policy Disclosure; Commissioners Add Some Drama To Otherwise Humdrum Rule Proposal

Cooley LLP on

This morning, the SEC posted proposed amendments to rules to implement Section 955 of Dodd-Frank, which requires, in proxy statements for annual meetings, disclosure of whether employees or directors are permitted to hedge...more

Mintz - Securities & Capital Markets...

What Are the Regulators Thinking?

Mintz - Securities & Capital Markets... on

Recently the New England Chapter of the National Association of Corporate Directors presented a distinguished panel of current and former securities regulators discussing enforcement and governance issues facing boards of...more

Sheppard Mullin Richter & Hampton LLP

CFPB Has Authority to Bring Actions Against a Non-Depository Institution’s Related Persons; Are Payday Lenders Next?

Sheppard Mullin Richter & Hampton LLP on

The Dodd-Frank Wall Street Reform and Consumer Protection Act grants to the U.S. Bureau of Consumer Financial Protection (the “CFPB”) the power to bring actions against “related persons” of non-depository institutions. A...more

K&L Gates LLP

Individual Liability in CFPB Enforcement Proceedings

K&L Gates LLP on

To date, the CFPB has brought 12 cases—out of more than three dozen total CFPB enforcement cases—in which it named individuals as defendants or respondents liable for violations of consumer protection statutes. Below, we...more

Akin Gump Strauss Hauer & Feld LLP

Executive Compensation Considerations for 2014

Akin Gump Strauss Hauer & Feld LLP on

Executive compensation is a topic that just won’t go away, particularly with pay disparity and pay for performance regulations still looming. We highlight below some of the matters directors should be considering as they...more

Spilman Thomas & Battle, PLLC

Dodd-Frank Essentials: Executive Compensation Requirements And Disclosures

Spilman Thomas & Battle, PLLC on

Several provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act have brought compensation of financial institution executives into the public eye. Although disclosure of executive and director compensation...more

Katten Muchin Rosenman LLP

SEC Chair Speaks on Public Company Disclosure

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On October 15, Mary Jo White, Chairwoman of the Securities and Exchange Commission, delivered a speech to the National Association of Corporate Directors regarding the current state of public company disclosure. Chairwoman...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside The Courts - August 2013 | Volume 5 | Issue 3

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In This Issue: - AUDITOR LIABILITY: Sec. & Exch. Comm’n v. Deloitte Touche Tohmatsu CPA Ltd., No. 11-mc-512 (D.D.C. Apr. 22, 2013) - CONFIDENTIAL WITNESSES: Fort Worth Emps. Ret. Fund v. J.P. Morgan Chase & Co.,...more

Allen Matkins

Ninth Circuit Says Say-On-Pay Suit Should Stay In California Court

Allen Matkins on

In enacting the Dodd-Frank Act, Congress made it clear to everyone, other than the plaintiffs’ bar, that say-on-pay votes were advisory only, did not create or imply any change in fiduciary duties of directors, or create or...more

Baker Donelson

Small Business Securities Bulletin - SEC Approves Nasdaq Rule Addressing Compensation Committees, Consultants

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A periodic bulletin keeping small businesses informed about current developments in securities law and related matters. Final Nasdaq Rule - In our October 2012 Bulletin, we discussed The NASDAQ Stock Exchange LLC’s...more

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