As compensation committees prepare for their fall meetings and the upcoming proxy season, one item that will undoubtedly be near the top of the agenda is shareholder advisory or “say on pay” votes, which will be mandatory for annual shareholder meetings in 2011, thanks to the Dodd-Frank Act. While SOP has been the topic of […]
Melissa Klein Aguilar
Posted inRegulatory Enforcement
The SEC’s Busy Dodd-Frank Rulemaking Schedule
Those involved in any facet of corporate compliance, governance, and/or financial reporting now have a roadmap of sorts for what they can expect to fill up their calendar—and to submit comments on—in the coming months. The Securities and Exchange Commission has laid out a schedule of how it plans to tackle its massive rulemaking undertaking […]
Posted inFrom the Archive
New Interactive Data C&DIs
Filers with questions on complying with the Securities and Exchange Commission’s XBRL mandate take note: The staff of the Division of Corporation Finance has updated a handful of interpretations relating to the interactive data rule. The five new Compliance & Disclosure Interpretations, added Sept. 17, relate to Regulation S-K and Regulation S-T. Question 146.14 (related […]
Posted inUncategorized
Efforts to Repeal Form 1099 Expansion Fall Short
Another migraine headache has emerged for corporate compliance executives struggling with healthcare reform, this time in the form of a sweeping expansion of Form 1099 tax reporting that seems to have caught everyone by surprise. Current tax law requires companies to report the money they spend with unincorporated businesses—independent contractors, and sole proprietors, usually—on Form […]
Posted inUncategorized
SEC Ponders Curbs on High-Frequency Trading
The Securities and Exchange Commission has begun plotting how to curb abuses in high-frequency trading, as part of its broader effort to ensure that market regulations keep pace with trading realities. HFT, as it is commonly called, now accounts for roughly two-thirds of trading volume in the equities markets. It is also a prime suspect […]
Posted inInternal Controls
GAO: Whistleblower Program Still Needs More Work
The agency tasked with ensuring whistleblowers who report workplace misconduct are protected from retaliation still has plenty of room for improvement in meeting that mission, according to a government watchdog. The Occupational Safety and Health Administration needs to take several steps to shore up its Whistleblower Protection Program, including ensuring it investigators have the necessary […]
Posted inBoards & Shareholders
Proxy Access Rules Effective Nov. 15, but Who Is Affected?
At last, Corporate America finally has the answer to a question it’s been awaiting for weeks: When will the Securities and Exchange Commission’s new proxy access rule take effect? The answer—Nov. 15.—arrived with the rule’s publication in the Federal Register on Sept. 16. That means shareholder nominees will be allowed at companies that mailed their […]
Posted inRisk Management
Risk Oversight Tips for Directors, From Directors
With the financial crisis focusing increasing attention on corporate risk oversight in general, the topic is top of mind for boards these days. Those grappling with the board’s role in overseeing the company’s risk exposure can take some tips gathered from other public company directors. In a report published by The Conference Board, authors André […]
Posted inFrom the Archive
Report: At Large Cos., Some CEO Perks Under Pressure
Amid the ongoing general backlash against executive pay and calls for greater transparency around what chief executives take home, some of the largest companies are cutting back some of the frills they give their CEOs. That’s according to the data from executive compensation research firm Equilar Inc., which shows an overall decline in the value […]
Posted inFrom the Archive
The Directors’ Role in Special Investigations
Amid increased public scrutiny of corporate boards, directors are feeling more pressure than ever to be vigilant in their oversight duties. One of the less pleasant tasks they may face: overseeing a special investigation. And thanks to the newly enacted Dodd-Frank Act, that task may become much more common, too. Granted, not every allegation of […]