January 21, 2014

New Compensation Committee Requirements: NYSE’s Updated Annual Written Affirmation

Last Thursday, the NYSE updated its “Annual Written Affirmation” to reflect its new compensation committee independence requirements. As noted on this chart, the new form is effective for listed companies with annual meetings after January 15th.

Center for Audit Quality Executive Director Cindy Fornelli writes that the Audit Committee Collaboration recently issued a “Call to Action” for audit committees to voluntarily improve their disclosures…

New Compensation Committee Requirements: Nasdaq’s Due Date Interpretation

Here’s news from Troutman Sanders’ Susan Ancarrow:

In connection with the compensation committee certifications required to be submitted in 2014 for Nasdaq companies, we spoke with someone at Nasdaq and confirmed that the filing deadline of “no later than 30 calendar days after the company’s first annual meeting” is intended as the outer limit of when the certification is due and does not mean that the certification may only be filed after the annual meeting is held. If a company is in position to make all of the certifications prior to its annual meeting, the company may submit the certification to Nasdaq prior to the annual meeting.

Webcast: “Pat McGurn’s Forecast for 2014 Proxy Season”

Tune in tomorrow for the always entertaining webcast – “Pat McGurn’s Forecast for 2014 Proxy Season” – when Bob Lamm and UnitedHealth’s Dannette Smith join Pat McGurn of ISS and the proxy season expert to recap what transpired during the 2013 proxy season and what to expect for 2014. Here’s the “Course Materials” that you should print in advance…

– Broc Romanek