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Results from: TheCorporateCounsel.net
  1. PLI Current The Journal of PLI Press Published: 2018-08-27 18:41:43
    ... In addition, highlight mitigating factors in the company's executive compensation program, including clawbacks, holding requirements, prohibitions on hedging or pledging, and ...
  2. Governance Changes Under Dodd-Frank: What to Do and When Published: 2010-09-17 19:59:10
    ... in connection with extraordinary corporate transactions, heightened inde- pendence requirements for compensation committee members and advisors, and clawback policy requirements. ...
  3. Local: X:\Users\HEWETTCA\Desktop\1_22_16_Governance alert.docx Published: 2016-01-26 19:13:57
    ... proposing the incentive compensation "clawback" rule, the pay-for-performance ... Clawback Rule The Dodd-Frank rulemaking that likely will attract the most interest in the ...
  4. 3207 BSL Mar.qxd Published: 2004-05-17 15:26:26
    ... Unlike traditional private funds, there is typically no "hurdle rate" relating to realized capital gains and there is no clawback or high- water mark in connection with these ...
  5. J. Sue Morgan Jens M. Fischer Andrew B. Moore Danielle Benderly Published: 2009-12-23 17:51:47
    ... or balance incentives, such as clawback policies or stock ownership/holding requirements. ... In addition, companies may want to consider implementing "clawback" or "stock ownership/...
  6. ISS Published: 2012-01-22 19:43:31
    ... Jan.-June 2012) - Final (Est. July-Dec. 2012) * Pay for Performance * Clawbacks - Could your company enforce recapture? * Hedging Policy Disclosure * Pay Disparity - Repeal? * ...
  7. Selected Issues for Boards of Directors in 2017 Published: 2017-01-17 18:50:37
    ... SELECTED ISSUES FOR BOARDS OF DIRECTORS IN 2017 JANUARY 17, 2017 20 Compensation Considerations Clawbacks The potential clawback of executive compensation, an area of focus for ...
  8. Debevoise Update D&P Published: 2023-08-16 16:21:11
    ... in May 2021 and June 2021 demanding a return of capital to shareholders and a clawback of certain directors' pay; Finland-based Sampo Group, which divested its stake in ...
  9. View PDF Published: 2023-09-22 11:57:39
    ... Notably, the SEC has recently adopted a proscriptive clawback rule that applies to foreign private issuers and their executive officers and a rule mandating quarterly disclosure of ...
  10. The Latham FPI Guide: Accessing the US Capital Markets From Outside... Published: 2017-09-21 16:53:46
    ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank (adding ...
  11. The Latham FPI Guide: Accessing the US Capital Markets From Outside... Published: 2018-09-11 16:49:03
    ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank ...
  12. The Latham FPI Guide: Accessing the US Capital Markets From Outside... Published: 2019-09-10 16:21:51
    ... Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank ......Proposed Incentive-Based Compensation Clawbacks Under Dodd-Frank Under Dodd-Frank ...
  13. Global and Regional Trends Published: 2017-01-12 12:53:32
    ... Given investor pressure, particularly from pension funds, we also anticipate increased demand for clawbacks, a trend that is likely to go beyond the banking sector. ɳ We expect ...
  14. DODD-FRANK Preliminary 2014 Proxy Season Checklist Published: 2013-09-30 13:53:42
    ... in 2014. 3. Clawback requirements (Section 954 of the Dodd-FrankAct)  Disclosure of policy on incentive-based compensation based on financial information  Clawback in the ...
  15. 739133_007_BMK.PDF Published: 2014-08-07 23:35:15
    ... compensation recoupment (so-called "clawback") provisions, and disclosure of internal ... companies to develop and implement "clawback" or compensation recovery policies with ...
  16. WSGR Alert Senate Set to Debate Financial Reform Bill Corporate... Published: 2010-03-29 20:41:34
    ... D. Clawback Policy Both the previous bill and Section 954 of the current bill would ... of companies that do not adopt a clawback policy for incentive- based compensation ...
  17. Checklist: Restatements By TheCorporateCounsel.net Published: 2023-06-07 10:18:05
    ... to be able to file Jumbo Form 10-K. 8. Potential Subsequent Ramifications a. Clawbacks: i. ... Many companies have voluntarily adopted clawback policies covering both cash and equity ...
  18. C:\DOCUME~1\ayo\LOCALS~1\Temp\\REGMODII.lc Published: 2009-11-10 12:03:04
    ... Sec. 954. Executive compensation disclosures. Sec. 955. Clawback. Sec. 956. Disclosure ... SEC. 955. CLAWBACK. 9 Section 16 of the Securities Exchange Act of 1934 10 (15 U.S.C. 78p) ...
  19. STRAIGHT TALK IS GOOD BUSINESS. Published: 2014-11-18 19:00:26
    ... conditions; (5) whether the issuer has a clawback policy; and (6) whether the issuer has ... favorable to the issuer (for example, a clawback policy if an issuer will seek ...
  20. 2016 Proxy Season Preview Published: 2016-03-01 18:02:54
    ... Several other anticipated disclosure rules are not yet finalized, including those related to executive pay-versus-performance, clawbacks of incentive-based executive compensation, ...
  21. Annual Meeting Guidebook A Guide to Broadridge's Corporate Issuer... Published: 2020-03-06 14:40:59
    ... filing for the quarter. * There has been talk of listing standards for clawbacks of compensation to adopt the SEC's 2015 proposal to implement Section 954 of the Dodd-Frank Act. ...
  22. Selected Issues for Boards of Directors in 2020 Published: 2020-01-13 13:36:41
    ... 0 2 0 JA N UA RY 2 0 2 0 8 Compensation Clawbacks and Advancement of Legal Fees A ... Hertz Corporation sought a clawback of the compensation of executives (and sought other ...
  23. Microsoft Word - 3-19-10 Corporate Governance Group Client Alert... Published: 2010-03-19 21:46:40
    ... disclosure could include a graphic representation of the required information. Clawbacks. ... The amount of an officer's clawback obligation would be the amount in excess of what would ...
  24. 30 directors & boards Published: 2012-04-13 21:16:36
    ... Dodd-Frank implementation 9% Mandatory clawbacks 9% independent board chair 4% advisory ... Dodd-Frank implementation 7% Mandatory clawbacks 4% advisory votes on golden parachutes ...
  25. EXEQUITY Published: 2009-12-17 18:25:47
    ... Some factors that could potentially mitigate the impact of risk incentives are rigorous clawback provisions and robust stock ownership/holding guidelines. If a company maintains a ...
  26. 2017 NORTH AMERICA AGM SEASON PREVIEW Published: 2017-03-27 16:23:33
    ... The long- awaited final rule on Dodd Frank clawback provisions is notable among those in limbo. APPENDIX The Proxy Season Preview Webinar accompanying this document may be found at ...
  27. Preliminary 2011 Proxy Season Checklist Published: 2010-10-26 12:30:35
    ... July 2011 4. Clawback requirements (Section 954 of the Dodd-Frank Act) -Disclosure of policy on incentive-based compensation based on financial information -Clawback in the event ...
  28. Investment Management Material Investment Management Developments... Published: 2022-05-05 10:37:38
    ... of general partner or limited partner clawbacks. * Removal of a private fund's general ... the amount of the private fund adviser's clawback by the amount of taxes (actual, ...
  29. S&C Publication: 2024 Hot Topics for Boards and Committees Published: 2024-09-12 11:34:22
    ... -5- 2024 Hot Topics for Boards and Committees  Reassessing Clawback Policies - After the NYSE and Nasdaq clawback rules requiring listed companies to mandate recoupment of ...
  30. PUBLICATIONS DOJ to Develop New Whistleblower Program to Augment Published: 2024-03-15 10:37:40
    ... fully with the government,[5] establish clawbacks of compensation given to individual ... Program on Compensation Incentives and Clawbacks, Revisions to Corporate Guidance ...
  31. 1486429-2023 GIC-GAAP-non-GAAP PDF+Web Graphics Published: 2024-03-20 10:35:57
    ... required disclosures on pay for performance, cyber risk governance and clawback policies. ... Similarly, investors will be examining how companies respond to the clawback rules that ...
  32. Federal Trade Commission Issues Sweeping Non-Compete Ban Published: 2024-04-25 11:54:16
    ... The rule also takes aim at forfeiture-for-competition provisions, including those requiring or permitting the forfeiture or repurchase of equity interests or the clawback of ...
  33. Compliance Dates Are Set: A Roadmap for Private Fund Advisers... Published: 2023-10-06 10:32:10
    ... regulatory, examination, or compliance fees without disclosure; and (iv) reducing GP clawbacks of fees from advisers by amounts due for certain taxes without adequate disclosure. ...
  34. In depth US2014-01 Revenue recognition Asset management supplement Published: 2014-09-26 14:53:41
    ... fees that are based on current assets under management and are not subject to clawback. ... from a fund exceed the clawback portion of the historic performance fees distributions. ...
  35. TEN HOT TOPICS Published: 2018-07-03 15:37:58
    ... on equity award vesting * 6 proposals on clawbacks * 22 proposals on using particular performance metrics * 12 proposals on clawbacks * 8 proposals on equity award vesting ...
  36. Weil, Gotshal & Manges LLP Published: 2014-11-12 19:03:20
    ... l ¡ Whether the company maintains a clawback policy l ¡ Whether the company has ... Consideration of One-Off Awards and Clawback Policies - NEW Glass Lewis has added a ...
  37. Davies Governance Insights 2015 Published: 2015-11-17 21:08:01
    ... 73% 72% 82% 81% 74% 2015 2014 2013 2011 TSX 60 Completion Index SmallCap Index CLAWBACKS Clawback provisions require CEOs to either repay some or all of their bonuses or ...
  38. http://www.foleyhoag.com/NewsCenter/Publications/Alerts/Busines Published: 2009-03-05 01:53:40
    ... Your company's incentive plans may have their own separate clawback provisions. At a minimum, your compensation committee may have a problem on its hands. Incorrect financial ...
  39. Copyright © 2022 Wilson Sonsini ... Published: 2022-12-15 16:07:08
    ... Compensation Recoupment ("Clawback") Provisions Glass Lewis updated its guidance on ... listing standards to implement the new clawback policy rules, after which listed ...
  40. Plan Scorecard Frequently Asked Questions Published: 2025-04-02 10:48:58
    ... practice, particularly for large cap, mature companies. › A clawback policy that includes equity grants - clawback policies are seen as potentially mitigating excessive ...
  41. Faster, Stronger, Better. Published: 2021-11-08 11:25:39
    ... our programs that include a stringent clawback policy, rigorous stock ownership ... or pledging Company stock * Stringent clawback policy applicable to directors and ...
  42. 01959-HC ERP74_v3.indd Published: 2008-12-01 20:36:36
    ... Proposals that saw some action in 2008 included "say on pay," a ban on tax gross-ups, clawback provisions, and internal pay equity policies. Review governance policies. It may be ...
  43. ExecComp_Update_021609.qxp Published: 2009-02-17 15:59:44
    ... Clawback of Bonuses for Deceptive Practices The Act contemplates the recovery of any ... this provision would apparently permit a clawback even where the affected employee had no ...
  44. http://www.simpsonthacher.com/newsletter/index.cfm?itemId=F9510 Published: 2009-02-20 12:05:13
    ... Clawback on Bonuses Paid to "Top 25" based on Materially Inaccurate Financial Statements. ... that the employees subject to this clawback provision be responsible for the inaccuracy). ...
  45. W&C Standard Template Published: 2018-02-21 14:16:10
    ... Expanded Clawback In addition to supporting shareholder proposals for clawbacks from any senior executive whose compensation was based on faulty financial reporting or deceptive ...
  46. Microsoft Word - 9179_WeilBriefing_CG_2009-12-14.doc Published: 2009-12-15 11:28:21
    ... such other period determined by the SEC. 18 Clawbacks of Unearned Performance-Based Pay. ... than the existing incentive compensation clawback provided by Section 304 of the Sarbanes- ...
  47. OFFICE OF THE NEW YORK CITY COMPTROLLER SCOTT M. STRINGER | 1 Published: 2020-12-02 18:22:33
    ... The letter called on the board to enact a clawback policy to empower the board to recoup ... Opioid-Related Risks at Johnson and Johnson Executive Compensation Clawback Disclosure ...
  48. Deconstructing Proxy Statements - What Matters to Investors Published: 2015-02-17 15:30:34
    ... pay 28 Board evaluation process 28 Clawbacks 24 Corporate social responsibility or ... profile 10 Board evaluation process 10 Clawbacks 7 Realized/realizable pay 5 Ratio of ...
  49. Inside back cover Published: 2015-12-18 11:09:34
    ... in accordance with SEC rules (commonly known as "clawback of executive compensation"). ... Additionally, companies may wish to add a reference to establishing clawback policies to ...
  50. Empirical Research on ESG Factors and Engaged Ownership Published: 2021-12-03 10:25:34
    ...0and%20Mullainathan_2001_Elites.pdf. 25. Clawback provisions enabling the recoupment of ... Chan, L., Chen, K. C. W., Chen, T. and Yu, Y. 2011. The Effects of Firm-Initiated Clawback ...
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