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Results from: TheCorporateCounsel.net
  1. Microsoft Word - 8501629_1.DOC Published: 2010-03-22 15:20:39
    ... Awarded Compensation ("Clawback") Policies. The revised bill would require companies listed on an exchange to adopt and disclose a clawback policy providing that, in the ...
  2. Perkins Coie Published: 2025-01-19 12:03:46
    ... Canadian institutional investors routinely require "clawback" and/or "holdback" provisions to ensure that the general partner does not receive more than its carried interest on a ...
  3. FinancialReform.pdf Published: 2010-07-20 20:18:05
    ... meeting occurring six months after enactment of the Act. * Enhanced Clawbacks. ... (1) for disclosure of the company's clawback policy for incentive-based compensation, ...
  4. Partner Published: 2018-12-04 17:09:47
    ... Regarding "clawback" provisions, they will be more focused on the specific terms of clawback policies beyond whether a company maintains a clawback that merely satisfies the ...
  5. Microsoft Word - ISS_Updates_2015_Proxy_Voting_Guidelines_ClientAlert... Published: 2014-11-24 18:26:54
    ...  Whether the company maintains a clawback policy; and  Whether the company has ... such as whether existing clawback policy covers the CEO's most recent equity grants. ...
  6. Compensia Thoughtful... Published: 2023-06-22 14:53:43
    ... and disclose a compensation recovery ("clawback") policy which requires the recovery of ... Compensation Recovery ("Clawback") Policy. Beginning in late 2023, all listed companies ...
  7. Blank Published: 2018-11-02 13:17:09
    ... rationale. * Clawbacks. Glass Lewis will begin looking beyond the minimum legal requirements for clawbacks and considering the specific terms of companies' clawback policies. ...
  8. Gibson Dunn | Considerations for Preparing Your 2024 Form 10... Published: 2024-12-23 09:54:25
    ... A. EDGAR Next B. Disclosure of Significant Segment Expenses in Notes to Financials C. Clawback Policies and Checkboxes D. Filing Requirement for "Glossy" Annual Report E. Cover ...
  9. Delaware Supreme Court Settles Forfeiture-for- Competition Question... Published: 2024-03-22 08:58:02
    ... Partnership Act, as was at issue in Cantor Fitzgerald, and the clawback of stock that was granted, vested and sold many years ago, in the non-partnership context, in the LKQ case. ...
  10. http://www.mintz.com/newsletter/2010/Advisories/0526-0710-NAT... Published: 2010-07-22 11:45:34
    ... Clawbacks on Executive Compensation The Act also directs the SEC to require the stock exchanges to adopt listing standards regarding "clawbacks" of "erroneously awarded ...
  11. Introduction Published: 2020-11-15 13:56:05
    ... - Clawbacks and Proxy Advisory Firm Regulations." Pay Governance. August 12, 2020. https://www.paygovernance.com/viewpoints/recent-sec-actions-clawbacks-and-proxy-advisory-firm-re...
  12. Shareholder questions to management … 2017 Published: 2017-02-09 20:23:25
    ... Clawback policies The SEC has also proposed rules requiring public companies to adopt clawback policies that would require excess incentive compensation paid to former and current ...
  13. Glass Lewis Releases 2015 Proxy Paper Guidelines Published: 2014-11-12 17:48:32
    ... how these awards will affect its regular compensation arrangements.  Clawbacks. ... The clawback policy should be subject to limited discretion. This addition encourages ...
  14. New York Published: 2020-07-15 17:43:18
    ... proposals passed in 2019, only one passed in 2020 (all three were related to clawbacks). ... 0 0 Stock Retention 5 2 5 1 22% 25% 0 0 Clawbacks 2 8 2 5 45% 45% 1 2 Limit Golden ...
  15. FPI Insiders to Be Required to Report Share Ownership and Trading... Published: 2025-12-18 18:07:31
    ... of officers subject to the remuneration clawback policies that U.S.-listed companies were ... of officer applicable for Section 16(a) reporting and remuneration clawback policies. ...
  16. Wachtell, Lipton, Rosen & Katz The attached article, Corporate... Published: 2018-09-27 14:08:08
    ... CalPERS's governance policy supporting compensation clawbacks in the event of executive misconduct, and urging corresponding disclosure to shareholders, includes a specific ...
  17. Client Alert Capital Markets White & Case LLP Published: 2013-01-04 18:40:16
    ... Increased shareholder focus on hedging, pledging and clawback policies, as well as the ... Because the clawback requirements of the Dodd-Frank Act have not yet been implemented (see ...
  18. Law Firm Memos - Part C Published: 2025-01-19 12:04:49
    ... "Federal Court Refuses to Dismiss SEC Clawback Claim Against CEO of a Company Which ... Piper (3/10) "SEC Invokes Sarbanes-Oxley Clawback Provision Without Alleging Wrongdoing by ...
  19. Client Alert Template (1 page) Published: 2008-10-08 11:25:46
    ... take "unnecessary and excessive" risks that threaten the value of the institution. * Clawbacks: The financial institution must recover any bonuses or other incentive compensation ...
  20. Alert Memo - v4 Published: 2009-12-18 10:54:29
    ... These include clawbacks and long- term stock ownership requirements. These features of ... Are the clawback triggers calibrated to the company's circumstances and business - rather ...
  21. Memo on the Parmalat Group_s Extraordinary Administration ƒ Published: 2004-01-26 15:22:36
    ... Extraordinary Procedure as well. 10 C. Clawback and Other Powers 8 The admission may be ... The Decree enables the Extraordinary Trustee: (i) to initiate so-called clawback ...
  22. View PDF Published: 2023-05-05 10:26:09
    ... In addition, the amendments require annual reporting with respect to general partner or limited partner clawback for large private equity fund advisers. ─ Copyright 2023 Davis ...
  23. LAWFLASH SEC RELEASES FISCAL YEAR 2022... Published: 2022-12-14 09:34:55
    ... SOX 304 Clawbacks for Uncharged Executives The 2022 Enforcement Release asserts that ... are otherwise uncharged-to effect clawbacks of their bonuses and compensation ...
  24. Compensation Season 2022 Published: 2022-01-18 13:25:13
    ... clawback policy rules first proposed in July 2015, suggesting that final rules may be forthcoming in early 2022. Now is a good time to take stock of existing clawback ...
  25. Alert Memo - v4 Published: 2010-01-11 11:20:22
    ... compromising the independence or ultimate authority of the committee's judgment. * Clawbacks. Standards for the design of clawback provisions and policies are rapidly evolving. ...
  26. Getting the Deal Through … Corporate Governance 2016 Published: 2016-08-07 12:50:44
    ... Pay versus performance; hedging disclosures; clawback It is widely expected that in 2016, ... companies from indemnifying or repaying executive officers subject to a clawback action. ...
  27. Microsoft Word - Corp - Prep for 2012 Proxy Season_1011.docx Published: 2011-10-17 15:36:41
    ... Clawbacks. Under the Dodd-Frank Act, the SEC must direct stock exchanges to prohibit ... Unlike the comparable Sarbanes-Oxley Act provision, under the Dodd-Frank Act the clawback ...
  28. Checklists Published: 2026-01-12 00:00:00
    ... - Emergency CEO Succession - Expected Succession Charitable Giving Policies Clawbacks Codes of Ethics - Drafting Codes of Ethics & Conduct - Considerations Codes of Ethics ...
  29. Practice Area: Form 10-K Published: 2026-04-30 00:00:00
    ... Report and Proxy Season: It's Go Time!" - Mayer Brown (11/25) "Guide to the 10-K Clawbacks Checkboxes" - Cooley (6/25) "PFAS Risk Factor Disclosures-Is It Time for an Update?" ...
  30. http://www.arnoldporter.com/r...ancialInstitutions_030209.pdf Published: 2009-03-05 02:33:36
    ... It also provides broad compensation "clawback" provisions, certification and corporate ... incentives), and expanding the current "clawback" provisions that apply under ...
  31. 2017 Proxy Season Review Published: 2017-09-12 17:16:38
    ... The SEC's fall agenda was released in July, and several unfinished items from Dodd-Frank are no longer being prioritized. Notably, pay-for-performance disclosures, clawbacks, ...
  32. Via Email Published: 2020-01-31 12:39:34
    ... proxy access, board diversity, clawbacks of unearned executive compensation, ... Well-established governance norms (e.g., shareholder approval for poison pills, clawbacks ...
  33. American Recovery and Reinvestment Act of 2009: New Limits on... Published: 2009-02-19 15:57:15
    ... TARP obligation period, as was also required under EESA. Clawbacks and Manipulation of Reported Earnings ARRA's clawback requirement, which broadens the original EESA provision, ...
  34. The U.S. Treasury Department Announces New Restrictions on Executive Published: 2009-02-06 16:27:13
    ... and the rationale for how compensation is tied to sound risk management must be fully disclosed and submitted to a non-binding share- holder resolution. * Bonus Clawbacks. ...
  35. Federal Circuit Unveils Model Order for E-Discovery in Patent... Published: 2011-10-05 19:14:28
    ... unless combined with additional narrowing terms.  Federal Rule of Evidence 502(d) "clawback" protection for the inadvertent production of privileged or work-product-protected ...
  36. PW Document Published: 2010-07-01 14:04:30
    ... compensation to that of the CEO. * Executive compensation clawbacks (Section 954). ... under the securities laws and (ii) the clawback of incentive-based compensation paid to ...
  37. Microsoft Word - Executive Compensation Benefits Vol 1100 No... Published: 2009-02-26 10:45:08
    ... Clawback Provisions Under prior TARP rules, TARP participants had to enact clawback provisions for any SEO who receives bonus or incentive compensation during the period in which ...
  38. Client Alert Capital Markets | Executive Compensation, Benefits... Published: 2009-11-17 15:27:41
    ... No Fault Clawbacks The Dodd Bill would require each Exchange Act reporting company-whether ... part of the executive officer or anyone else in the company-for a clawback to take effect. ...
  39. Further Revisions to Corporate Criminal Enforcement Policies... Published: 2022-09-19 14:14:22
    ... employee discipline, compensation clawbacks, restitution, management restructuring, ... elements- such as compensation clawback provisions-that enable penalties to be ...
  40. Delaware Court Of Chancery Addresses... Published: 2019-02-19 16:23:44
    ... The Court hypothesized a board comprised of ten directors, including the company's CEO. In response to a stockholder demand that the board clawback the CEO's compensation, the ...
  41. http://www.ballardspahr.com/alertspublications/legalalerts/2010 Published: 2010-07-16 12:44:35
    ... To read more, click here. * Whistleblower Incentives and Clawback Requirements: A provision in the Dodd-Frank Act encourages whistleblowers to report violations of securities law, ...
  42. Cahill Published: 2025-03-18 14:07:57
    ... Clawback Policies ISS has added a new FAQ (Question 46) that addresses what is necessary for it to consider a clawback policy "robust." The FAQ provides that, to be considered ...
  43. Gibson Dunn | To Be Exempt or Not to Be: Certain Foreign Private... Published: 2026-03-09 15:17:35
    ... In most instances, this group will be equivalent to the "senior management" identified in a Form 20-F and will consist of persons who are currently subject to the FPI's clawback ...
  44. PowerPoint Presentation Published: 2021-02-12 14:53:24
    ... 10 Key Trends - Executive Compensation Clawbacks remain front of mind for investors * ... and disclosure * Board authority over clawbacks creates accountability for pay outcomes ...
  45. 2014-2015 YEAR-END TOOL KIT FOR 2014 YEAR-END REPORTING AND 2015... Published: 2015-01-05 16:41:00
    ... not expected to affect 2014 proxy statements for calendar-year end companies)  Clawback requirements (not yet proposed)  Pay-for-performance (not yet proposed)  ...
  46. 2015-2016 YEAR-END TOOL KIT FOR 2015 YEAR-END REPORTING AND 2016... Published: 2015-12-18 22:16:19
    ... M onitor proposed/expected SEC compensation-related rules:  M andatory clawback listing standards requirements  Pay-for-performance disclosure  Hedging policy disclosure ...
  47. Washington States New Broad Ban on Non-Competes Published: 2026-04-16 10:36:03
    ... of engaging in lawful employment elsewhere (e.g., certain equity forfeiture or clawback provisions). 2. Agreements That Remain Permissible The ban does not extend to con ...
  48. LAWFLASH DOJ UPDATE: FINANCIAL AWARDS ... Published: 2024-03-10 15:30:32
    ... self-disclosures, harsher penalties for recidivists, "clawbacks" of compensation given to individual corporate wrongdoers, and a focus on corporate investment in compliance. ...
  49. Microsoft Word - NY2-#674456-v2-Client_Alert_--_Financial_Regulatory... Published: 2010-06-24 22:45:32
    ... as provisions with respect to compensation consultant independence and compensation clawbacks, the Conference Committee did not agree to a controversial provision of the Senate ...
  50. 263186_004_.p Published: 2013-06-26 19:33:00
    ... proposals (i.e., pay-for-performance, clawback com- pensation consultants, and ... such as through policies requiring clawbacks or imposing holding periods; * The ...
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