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NEW YORK Published: 2023-11-17 12:00:13... in connection with termination without cause. 4. Clawbacks ISS None Glass Lewis Glass Lewis polled respondents on whether clawbacks should be applied under various scenarios. ...
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Exhibit I Published: 2015-06-01 16:43:02953 Pay Disparity Ratio Disclosure Proposed rules adopted by the SEC on September 18, 2013. Final rules - April 2016 954 Compensation Clawbacks No rules have yet been proposed. ...
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ICCR's Published: 2025-03-25 17:03:09... to tax transparency, executive incentive clawback, and giving each share an equal vote. ... AES Corporation Executive Incentive Pay Clawback Challenged 55 Air Products & Chemicals ...
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SEC Adopts Final Rules for Disclosure of Hedging Policies Published: 2019-01-03 18:05:44Final rules related to incentive compensation clawbacks and pay- for-performance disclosure remain outstanding, and the SEC has not yet indicated the timing for their adoption. ...
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Microsoft Word - 19-Aug-10FRBSum.doc Published: 2010-08-20 15:54:35... clawbacks. U.S. listed companies will be required, through new rules adopted by the stock exchanges, to develop, implement and disclose policies with respect to the clawback of ...
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SIDLEY UPDATE ISS and Glass Lewis Policy Updates Published: 2018-11-28 16:44:58... and the company's rationale for granting such awards. * Clawback Provisions - Where a company maintains a clawback policy that merely meets minimum legal requirements, Glass ...
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As our clients and friends once again embark on preparations... Published: 2014-12-08 17:32:17... conditions; whether the company has a clawback policy; and whether the company has ... Season | 4 * For a company with no clawback or shareholding period requirements, the ...
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FASB Votes on ASC 718 Simplification Project (CE Nov-Dec 2015... Published: 2025-01-19 12:04:33... In a true restatement of the sort that would trigger compensation recovery under the SEC's proposed clawback rules-see our September-October 2015 issue at pg 5-the company reissues ...
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SEC Holds Roundtable on Executive Compensation Disclosure Requirements... Published: 2025-06-27 08:46:34... Regarding the adoption of clawback rules, the scope and impacts of the rule may have ... companies have analyzed the underlying accounting errors potentially requiring a clawback. ...
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The PCAOB & Auditor Failures to Remediate : TheCorporateCounsel... Published: 2013-03-11 07:02:07... TSR Program - Clawbacks - Broc Romanek Take Me Back to the Main Blog Page Blog Preferences: Subscribe, unsubscribe, or change the frequency of email notifications for this blog. ...
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Securities Published: 2008-12-17 18:52:36including incentive compensation clawback provisions, golden parachutes and SERP policies. ... proposals in 2009. We also expect clawback provisions, golden parachutes, tax-gross ...
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http://www.gibsondunn.com/Publications/Pages/FinancialMarketsCr Published: 2008-10-22 12:04:54will be required to accept corporate governance and executive compensation restrictions, such as a ban on golden parachutes and the implementation of a clawback provision. ...
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UNITED STATES PROXY PAPER TM Published: 2014-01-17 17:26:3227 Long-Term Incentives 28 Recoupment ("Clawback") Provisions 29 Hedging of Stock 29 ... to an executive that does not include a clawback provision and the company had a material ...
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The Financial Reform Legislation's Impact on Executive Compensation Published: 2010-07-13 19:49:13... Clawback Policies Required The act requires listed companies to develop and implement ... information; and (b) recovery ("clawback") from current or former executive ...
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Executive Compensation Provisions Under the Financial Reform... Published: 2010-03-17 15:32:02Clawbacks. The bill would require companies to adopt a clawback policy applicable in the event of an accounting restatement due to material noncompliance with financial reporting ...
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CORPORATE GOVERNANCE A Published: 2014-03-27 17:57:59... Compensation philosophy Pay for performance alignment Clawbacks Ratio of CEO/other NEO's ... Compensation philosophy Pay for performance alignment Clawbacks Ratio of CEO/other NEO's ...
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THE SEC SPEAKS IN 2016 DIVISION OF CORPORATION FINANCE PANEL Published: 2016-03-22 15:56:44... related to the areas of CEO pay ratio, hedging, clawbacks and pay for performance. ... and proposed separate rules related to hedging, clawbacks and pay for performance. ...
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2020 PROXY SEASON REVIEW By Shirley Westcott August 2020 Overview Published: 2020-08-05 16:59:18board chair and one seeking a rigorous clawback policy won shareholder approval. 1 ... chair resolutions and five clawback resolutions have received majority support. ...
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Corporate Governance Alert (US) Published: 2016-01-15 13:55:24... CEO-to-median-employee pay ratio disclosure and proposed rules related to clawback listing ... Update systems and develop processes to collect the required information. (b) Clawback ...
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Kimberley R. Anderson Timothy S. Hearn Jonathan Shallow Jamison... Published: 2015-01-13 14:15:02... (preferably greater than 33%), (v) a clawback policy that includes equity grants, and ... Lastly, Glass Lewis advises that clawback policies should be (i) triggered upon ...
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Copyright © 2010 Fried, Frank, Harris, Shriver & Jacobson... Published: 2010-07-21 11:21:42... III. Clawbacks The Dodd-Frank Act would direct the Commission to adopt rules requiring issuers to adopt and disclose clawback policies and to prohibit the listing of any securities ...
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S Published: 2007-11-21 12:17:58executive compensation related proposals (including linking pay to performance and clawbacks, seeking recoupment of bonus payments that were improvidently granted) generally ...
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S&C Publication: 2024 Proxy Season ReviewPart 1 Published: 2024-08-13 11:13:00... 26 2. Steep Increase in Clawback Policy Proposals ......32▼ 49 29▼ 43 15%▼ 24% 0▼ 4 Clawbacks 12▲ 4 8▲ 3 17%▼ 37% 0 ═ 0 ...
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RiskMetrics Group Releases Proposed Changes to Proxy Advisory... Published: 2009-11-18 18:05:17However, RMG will consider aggressive clawback provisions, stock ownership, and holding guidelines, as well as other factors that may mitigate the impact of the potentially risky ...
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Introduction Published: 2016-03-11 13:12:02Compensation clawback In July 2015, the SEC proposed rules that would require all public ... company considered the implications of the SEC's proposed rule on compensation clawbacks? ...
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Microsoft Word - TARP Update Memo.DOC Published: 2009-02-25 10:14:05... excessive risk taking; * impose a clawback on compensation paid based on financial ... Clawback Bonuses Under existing programs, only the bonuses and incentive compensation ...
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http://www.sonnenschein.com/practice_areas/ebec/clientalerts... Published: 2010-07-16 16:09:43Clawback requirements for incentive compensation paid on the basis of erroneous ... some compensation committees with independent counsel currently work. * Clawback Policies. ...
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Microsoft Word - SHP ClientAlert_ISS and Glass Lewis Release... Published: 2018-12-21 16:33:15... on excise tax gross-ups, clawbacks and disclosure among smaller reporting companies. ... Recoupment Provisions (Clawbacks) - Glass Lewis revised its policy on recoupment ...
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W&C Standard Template Published: 2016-01-22 18:23:49... whether the company has established a clawback policy, whether the company has ... a company can boost its score by adopting a clawback policy or shareholding requirement. ...
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W I LL KI E FARR & GALL AGHER L Published: 2025-03-31 10:40:57provisions requiring the issuer to use all or a portion of the proceeds of asset sales or equity issuances (a so-called "equity clawback") to redeem a portion of the bonds. ...
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Reporting Season: Proxy Season Reminders ALERTS Published: 2025-03-03 13:45:23... Compensation Disclosure Clawback Disclosure. As discussed in our Form 10-K Reminders alert, companies are now required to have a clawback policy that complies with applicable stock ...
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5/11/2021 2021_05_Corporate Update... Published: 2021-05-11 13:53:04... Proposals to increase director accountability and introduce clawback arrangements to ... maintenance, and toughening malus and clawback arrangements to provide better ...
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NEW YORK Published: 2023-12-06 18:24:38Clawback Provisions Glass Lewis updated their views on clawback provisions. In addition to meeting the SEC's requirements, in Glass Lewis' view effective clawback policies should ...
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Microsoft Word - After Parmalat - Second reform of Italian bankruptcy... Published: 2005-07-05 11:29:37course of business, and have established certain exemptions from the clawback rules. ... Certain specific transactions are now exempt from the clawback rules, including, inter ...
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ropesgray.com ATTORNEY ADVERTISING Published: 2023-05-12 12:04:53... the SEC also moved reporting regarding clawbacks from an event reporting item to a new ... General Partner or Limited Partner Clawbacks. As noted above, the SEC originally proposed ...
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Copyright © 2023 Wilson Sonsini ... Published: 2023-02-10 10:06:40... 10-K (and Form 20-F and 40-F) and which relate to the recently approved clawback rules. ... until they are required to have a clawback policy under the applicable listing standard. ...
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http://www.daypitney.com/misc/email/Alert_Stimulus_ExecComp_TAR Published: 2009-03-13 11:22:48... requirement contained in the initial guidance under the CPP.[9] (B) Bonus Clawback. ... under the TARP CPP but now extends the clawback beyond amounts paid to any SEO to ...
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Microsoft Word - 23208058.05 Published: 2010-07-01 13:55:16of median employee compensation to CEO compensation. Clawback on "Erroneous" Compensation. ... reported financial information and (b) clawback from current or former executive ...
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Senate Financial Reform Bill Would Impose Additional Corporate... Published: 2010-06-04 14:14:29The House Bill contains the same provision. * Clawbacks. The SEC must direct the listing ... for compensation paid. The amount of the clawback would be any excess paid to the ...
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160534144_1 Published: 2009-02-18 19:45:04TARP assistance remains outstanding. * Clawback for Materially Inaccurate Information: ... 4 guidelines, extends exposure to the clawback beyond the senior executive officers to ...
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Corporate Governance Legislation Passes Senate Published: 2010-05-24 19:32:36... involving the issuer's stock Clawbacks The proposal provides for a three-year ... Clawback is permitted of compensation amounts in excess of what would have been paid under ...
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Dodd-Frank Bill- Some Executive Compensation Action Items Published: 2010-08-07 00:24:40... Clawback. The Act requires that the SEC promulgate rules requiring listed companies to ... under securities law, and (ii) mandate clawbacks of compensation that was paid to a ...
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DOCS-#664118-v13-Cheat_Sheet_for_ON_Securities_Blog Published: 2009-12-18 13:05:34companies must develop and disclose a clawback policy; no severance pay agreements for ... of tax deductions over certain limits, clawbacks, disclosure requirements, etc. § ...
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Microsoft Word - KMK 7_2010 Advisory_ Letter to Clients and Friends... Published: 2010-07-22 13:44:03Clawbacks The Act directs the SEC to issue rules requiring companies to adopt and disclose a clawback policy requiring that the company recover any incentive compensation paid to ...
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2016 Proxy Season Checklist - What You Need to Know Published: 2016-02-01 12:41:18... Authors David A. Cifrino performance, clawback policies and hedging transactions, which ... and would not be required to present the TSR of a peer group. q Clawback Policies. ...
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Securities Advisory Published: 2011-01-27 15:51:12not complying; Forcing companies to clawback compensation paid to executives in the ... Compensation Clawback Dodd-Frank may potentially require foreign private issuers to ...
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Glass Lewis Issues Voting and Shareholder Initiatives Policy... Published: 2018-11-09 15:47:48... grants of front- loaded awards, clawback provisions and CD&A disclosure for ... Accounting Standards Board. * Clawbacks Previously, when examining ...
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TITLE SLIDE: IMAGE OPTION Published: 2015-01-15 13:21:54draw more scrutiny Will pay practices draw more attention? › Disclosure of usage of clawback policies › Retention/Holding periods › Unwarranted vesting acceleration 4 ...
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Securities and Capital Markets Published: 2024-09-26 11:04:58... Forms 20-F and 40-F) XBRL: Required File clawback policy Item 601(b)(97) of Regulation S-K ... were required to adopt a compensation clawback policy by December 1, 2023, and this ...
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US IPO Guide Published: 2023-06-15 16:43:39... Incentive-Based Compensation Clawbacks ......FD policy, incentive-based compensation clawback policy, and identification of executive ...