On Oct. 20, Compliance Week and auditing firm Crowe Horwath hosted an editorial roundtable on the future of internal auditing at the Ritz-Carlton Central Park Hotel in New York City. The forum was moderated by Compliance Week Editor-in-Chief Matt Kelly, and featured Crowe Horwath partner Jonathan Marks, who heads the firm’s fraud and ethics practice. […]
Melissa Klein Aguilar
Posted inInternal Controls
Drama! Intrigue! Congress and Section 404!
Section 404 of the Sarbanes-Oxley Act has been in the legislative whirlwind this week. Two amendments to delay or even rescind Section 404 for many companies came before the House Financial Services Committee on Wednesday, a surprise move that left investor advocates fulminating to anyone who would listen. One amendment to postpone Section 404(b) until […]
Posted inBoards & Shareholders
Corp Fin Issues New Guidance on Shareholder Proposals
Attention companies and shareholders: New guidance from the staff of the Securities and Exchange Commission’s Division of Corporation Finance is likely to allow more shareholder proposals relating to risk assessments and chief executive succession onto corporate ballots. In an Oct. 27 staff legal bulletin the SEC provided new guidance on the application of Rule 14a-8(i)(7) […]
Posted inRisk Management
Tips for Conducting Exec Pay Risk Assessment: Start Now
If they haven’t already, companies, boards of directors and compensation committees ought to put a process in place for assessing the risk of their executive and employee compensation programs, partners in the law firm Winston & Strawn advise. A pending Securities and Exchange Commission proposal would require all public companies to evaluate whether any of […]
Posted inUncategorized
Enthusiasm for Proposed Notice-and-Access Fixes
The Securities and Exchange Commission may have caught some by surprise earlier this month when it proposed amendments to its so-called “e-proxy” rules aimed at making the rules more user friendly for retail investors. That’s not to say the changes are unwelcome. The proposals, posted to the SEC’s Website on Oct. 14 with little advance […]
Posted inInternal Controls
Talking Governance at United Launch Alliance
In the latest of our conversations with corporate governance and compliance officers, we talk with Cindy Corrigan, head of internal governance for United Launch Alliance. Readers can also visit our archive of Q&A interviews. DETAILS Corrigan Cindy Corrigan is the vice president, Office of Internal Governance, for United Launch Alliance (ULA). She has responsibility for […]
Posted inRegulatory Enforcement
Sweep of False Claims Act Only Gets Bigger
As the government ramps up its war on fraud, companies ought to prepare to do battle with more False Claims Act lawsuits. Thanks to the passage of the Fraud Enforcement & Recovery Act earlier this year, the already broad scope of the False Claims Act, the government’s primary tool to guard against fraud, has grown […]
Posted inFrom the Archive
Public Co. Reminder on Performance Comp Tax Deduction
Reminder for public companies: Review your executive employment agreements and compensation plans and arrangements to determine whether changes are needed before year-end in order to preserve the deductibility of performance-based compensation paid to your top-paid executive officers. The annual income tax deduction under Internal Revenue Code Section 162(m) is generally capped at $1 million per […]
Posted inFrom the Archive
Survey Says Cos. Still Shrugging Off Say-on-Pay Prep
Despite ongoing efforts to require a shareholder vote on executive pay at all public companies, few companies have taken steps to prepare for Say on Pay or plan to do so in the next six months, according to a survey of compensation committee members, human resources professionals, and compensation group members. The House of Representatives […]
Posted inFrom the Archive
Report Sheds Light on F500 Peer Groups
How many peers does it take to make a peer group? Between 10 and 20, if you’re among the nation’s largest companies. That’s according to a new report by compensation research firm Equilar Inc. that sheds light on the peer groups the largest companies use to help determine how much to pay their top executives. […]
