December 1, 2014

SEC’s Reg Flex Agenda: Pay Rulemakings Pushed Back to October ’15

Here’s something I blogged about last Monday on As I have blogged many times (here’s the latest one), the SEC’s Reg Flex Agendas tend to be “aspirational” – and experience bears that out as the SEC often misses its “targeted” deadlines. So no sooner than I blogged about Corp Fin’s silence about the timing of the Four Horsemen rulemakings at the ABA Fall meeting on Friday, the SEC issued its latest Reg Flex Agenda. This Reg Flex Agenda notes that the pay ratio rules would be adopted by October 2015 (same with investment managers disclosing their say-on-pay votes) – and that the clawback, pay-for-performance and hedging rules would be proposed by October 2015 as well. We’ll see if that really happens. Don’t hold your breath…

As noted in this WSJ article (and discussed in this Cooley blog), three Republican members of Congress have asked the SEC to slow down on its pay ratio rulemaking.

ISS & Glass Lewis: December Deadlines For Your Peer Group Updates

For those that want to make changes to the peer groups used by ISS and Glass Lewis, the proxy advisors have kicked off their semi-annual update processes, allowing companies to inform them of any peer group changes that will be disclosed in their next proxy statements. The deadlines are:

ISS – December 11th
Glass Lewis – December 31st (via Equilar’s site)

Our December Eminders is Posted!

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Broc Romanek