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Results from: TheCorporateCounsel.net
  1. PUBLICATIONS DOJ Updates the Evaluation of Corporate Compliance Published: 2024-09-27 13:42:52
    ... of Justice Announces First-Ever Pilot Program on Compensation Incentives and Clawbacks, Revisions to Corporate Guidance Regarding Electronic Communications, and Resource ...
  2. Blank Published: 2010-07-01 14:22:55
    ... Recovery of Erroneously Awarded Compensation (Clawback) (Section 954) Companies must adopt and implement policies: (1) for disclosure of the company's incentive- based compensation ...
  3. Stimulus Act Expands Executive Compensation Restrictions for... Published: 2009-03-03 14:38:45
    ... Recoupment/Clawback of Bonus & Incentive Compensation. A TARP Recipient must recoup any "bonus, retention award or incentive compensation" from any of its SEOs or any of its next ...
  4. Microsoft Word - Governance_Watch_Report - 072110.doc Published: 2010-07-22 18:59:28
    ... SEC rulemaking is required within 360 days after July 21, 2010, the date that the Dodd-Frank Act became law, see "Compensation Committees - Membership" above. CLAWBACKS * Summary. ...
  5. Proxy season 2021: Navigating turbulent times Published: 2020-11-24 18:14:53
    ... for change-of-control payouts, clawback policies, etc.); 2- Performance-based ... or other remuneration benefits ("clawback") paid to directors and members of ...
  6. 16983-101308-President Bush and U.S Treasury Department Issues... Published: 2008-10-15 13:34:19
    ... and excessive risks that threaten the value of the financial institution; Requiring a clawback of any bonus or incentive compensation paid to a senior executive based on statements ...
  7. Attorney Advertising: For purposes of compliance with New York... Published: 2017-02-28 16:26:11
    ... of Erroneously Awarded Compensation (Clawbacks) SEC Proposed Proposed rules directing ... Comm'n, Dissenting Statement at Open Meeting on Dodd-Frank Act "Clawback" Provision (July ...
  8. Some Thoughts for Boards of Directors in 2009 Published: 2008-12-09 12:06:57
    ... for senior executives does not encourage unnecessary and excessive risks, clawback requirements for compensation paid on the basis of earnings, gains or other criteria ...
  9. BlackRock and Vanguard Release 2025 Proxy Voting Guidelines Cooley Published: 2025-02-06 11:12:40
    ... Clawback proposals BlackRock maintained its position that policies should provide for recoupment or forfeiture from any senior executive whose behavior caused material financial ...
  10. Checklist: Involuntary Delisting - NYSE By TheCorporateCounsel... Published: 2025-02-18 13:27:37
    ... G. Special Rules for Failure to Adopt, Disclose or Comply with a Rule 10D-1 Clawback Policy: A company that fails to adopt, disclose or comply with any requirement in Section ...
  11. Environmental and Published: 2020-04-21 13:29:53
    ... Corporations like Alcoa, PepsiCo, Mead Johnson, Royal Dutch Shell and Boeing have all taken steps in this direction, both as long-term incentives and as factors in their "clawback" ...
  12. VOTING NEWS PROXY MONTHLY DIVINING SHAREHOLDER SENTIMENT: THE... Published: 2020-03-27 14:23:08
    ... to 20% overall, and have included requirements for companies to have clawback policies within remuneration schemes if they are not already in place and are market best practice. ...
  13. Microsoft Word - Investors' Working Group Report _July 2009_... Published: 2009-07-16 13:32:14
    ... * Federal clawback provisions on unearned executive pay should be strengthened. ... concerns. 6. Federal clawback provisions on unearned executive pay should be strengthened. ...
  14. Compensia Published: 2010-05-28 19:06:53
    ... bonuses, and lucrative severance packages), as well as program features (such as "clawback" policies or stock ownership and holding requirements) that may mitigate such risks. ...
  15. The 2009 Proxy Season: RiskMetrics Group's Voting Policy Published: 2022-01-05 10:53:07
    ... on "Clawbacks"/ Recoupment Policies and Holding Periods Influenced by TARP, RMG indicates that it may recommend a vote "for" shareholder proposals on "clawbacks" of ...
  16. NEW YORK | CHICAG Published: 2018-11-27 18:14:38
    ... These policy changes focused on contractual payments and arrangements, front-loaded incentive awards, change in control excise tax gross-ups, recoupment provisions ("clawbacks"), ...
  17. FREDERIC W. COOK & CO., INC. Published: 2015-12-02 17:13:32
    ... year look-back), (c) the issuance of performance-based equity to the CEO, (d) a clawback provision applicable to equity awards, and (e) post-exercise or post-settlement ...
  18. SHAREHOLDER PROPOSAL DEVELOPMENTS DURING THE 2018 PROXY SEASON Published: 2018-07-13 13:00:10
    ... Executive compensation proposals include proposals addressing: (i) compensation clawback policies; (ii) performance metrics; (iii) severance and change of control payments; (iv) ...
  19. Alert | Health Emergency Preparedness Task Force: Published: 2020-04-01 20:30:36
    ... Act; * certain other conditions and covenants; and * provisions for the clawback of payments upon the applicant's failure to satisfy its assurances, conditions, or agreements. ...
  20. Slide 1 Published: 2010-08-03 12:32:56
    ... Executive Compensation and Related Corporate Governance: Say on Pay, Clawback, Proxy ... Title IX Clawbacks * SEC to issue listing rules requiring companies to develop and ...
  21. DOJ Expands Framework for Cracking Down on Corporate Crime Published: 2022-09-19 14:53:51
    ... Notably, Monaco asked DOJ's Criminal Division to develop guidance by the end of this year "on how to reward corporations that employ clawback or similar arrangements." Takeaways ...
  22. Memorial Day Weekend 2020: Two New Rules on Paycheck Protection... Published: 2022-08-22 16:29:32
    ... All processing fees are subject to clawback for a period of one year after the loan was ... the Triple P rules and guidance, the lender's processing fees are subject to clawback. ...
  23. Federal Reserve Announces Revised TALF Terms.qxp Published: 2008-12-24 13:10:38
    ... that threaten the value of the financial institution; (ii) requiring repayment or "clawback" provisions for any bonus or incentive compensation paid to a senior executive ...
  24. Microsoft Word - 703878400_1.DOCX Published: 2012-11-14 19:38:00
    ... Dodd-Frank Section 954 Clawbacks Section 954 of the Dodd-Frank Act requires national security exchanges to require listed companies to adopt a policy requiring clawback of ...
  25. clearygottlieb.com Published: 2024-04-26 15:13:22
    ... Regarding Compensation Incentives and Clawbacks. 14 Under the terms of the Individual ... Employers should ensure that clawback provisions are explicit in employment contracts upon ...
  26. UK Corporate Governance Code 2024 Published: 2024-02-07 15:48:54
    ... remuneration should include malus and clawback provisions that would enable the company ... include a description of its malus and clawback provisions, including: * the ...
  27. Corporate & Securities Advisory Published: 2014-02-06 16:28:42
    ... of shares by employees and directors, and clawback of "erroneously awarded compensation." ... regarding hedging and pledging and clawbacks, ISS and institutional stockholders have ...
  28. LAWFLASH DOJ DEPUTY ATTORNEY GENERAL ANNOUNCES... Published: 2022-09-19 14:09:15
    ... In other words, DOJ will look at a company's history of actually clawing back compensation consistent with its policies. Monaco stressed that companies must employ clawback ...
  29. © 2024 Pillsbury Winthrop Shaw ... Published: 2025-01-03 11:02:06
    ... Funding recipients and contractors should take care to fully understand and adhere to all obligations to minimize termination and clawback risks. ● Remember-An Ounce of ...
  30. Financial Regulatory Reform: The Dodd-Frank Wall Street Reform... Published: 2010-07-16 12:25:57
    ... committees and their advisers, clawback of current and former executive ... Compensation Clawbacks The Dodd-Frank Act directs the SEC to adopt rules requiring ...
  31. Corporate Culture and ERM Published: 2013-07-02 13:34:25
    ... and customer satisfaction, in setting incentives and compensation. 15 Integrating clawback provisions and linking stock option awards, at least in part, to nonfinancial metrics ...
  32. The Public Company Primer 2011 Edition Published: 2011-07-25 02:00:43
    ... compensation recoupment (so-called "clawback") provisions, and disclosure of internal ... companies to develop and implement "clawback" or compensation recovery policies with ...
  33. Webcast - "Pat McGurn's Forecast for 2016 Proxy Season" Published: 2025-06-24 15:03:57
    ... SEC. One that shareholders are watching very closely are the clawback rules. Will companies move to add more clawback-resistant awards into their programs, particularly by the use ...
  34. Summary of the Emergency Economic Stabilization Act of 2008_10... Published: 2008-10-06 15:23:18
    ... to executives who take risks that threaten the value of the institution, (ii) clawback rights to incentive pay based on earnings or other criteria later proven to be ...
  35. Section 1 Published: 2010-01-07 20:01:17
    ... compensation programs encourage short-term or long-term risk taking (e.g., through clawbacks or holding periods);  whether the company adjusts its compensation programs to ...
  36. Course Materials Published: 2024-11-13 14:29:24
    ... o In March 2023, the DOJ announced a pilot program on compensation incentives and clawbacks. o In October 2023, the DOJ announced the M&A voluntary self- disclosure safe harbor. ...
  37. SEC Charges Bank Holding Company and CFO for Improper Accounting... Published: 2023-08-28 14:02:27
    ... Although not present in the Malvern Order, prepare for the SEC to enforce the clawback of executive officers' compensation under the Sarbanes-Oxley Act and the recently issued Rule ...
  38. http://www.duanemorris.com/print/alertpf2475.html Published: 2007-04-17 12:36:01
    ... to undercut such arguments, not the least of which is the proposed "clawback agreement" allowing for the return and exclusion from evidence of inadvertently produced evidence. ...
  39. Shareholder Activism Published: 2021-09-24 14:40:55
    ... Rules for Pay and Performance Alignment reporting and Clawbacks may be finalized by the SEC  Unwanted attention to adjustments to executive compensation plans will be on the ...
  40. ISS Governance QualityScore Methodology Guide Published: 2021-02-08 15:37:02
    ... Does the company have a clawback or malus provision? (Q155) › The presence of clawback provisions may help ensure that real pay is not given for fictitious performance. ...
  41. ISS Governance QualityScore Methodology Guide Published: 2022-01-05 10:20:27
    ... Does the company have a clawback or malus provision? (Q155) › The presence of clawback provisions may help ensure that real pay is not given for fictitious performance. ...
  42. ISS Governance QualityScore Methodology Guide Published: 2021-01-07 20:18:50
    ... Risk Mitigation Does the company have a clawback or malus provision? (Q155) ISS ESG .../or its subsidiaries › The presence of clawback provisions may help ensure that real pay ...
  43. New Board Compliance Guidance Prompts General Counsel Focus Published: 2015-04-24 14:58:54
    ... members be "certified" on compliance oversight, and in the use of compensation "clawbacks" or similar means to incentivize compliant behavior by corporate officers. 13. The ...
  44. AUTHORS Mile T. Kurta Andrew J. Beck ... Published: 2023-10-24 16:58:42
    ... time-for example, the new SEC clawback rules under Dodd- Frank (enacted in 2008) were not issued until 2022-and accordingly, it is not guaranteed that the SEC would act swiftly. ...
  45. OVERVIEW Published: 2023-05-24 19:31:06
    ... to domestic issuers, including the recently adopted executive compensation clawback requirements and the proposed climate change and cybersecurity risk disclosure requirements. ...
  46. New York Washington, D.C. Los Angeles Palo Alto... Published: 2016-07-25 19:03:29
    ... Finally, the Principles state that companies should maintain clawback policies for both cash and equity compensation.  Flexibility and rationale behind compensation decisions. ...
  47. Madden Article on the Shifting Landscape of Corporate Governance... Published: 2011-03-16 13:06:02
    ... 18 Executive Compensation: Court declines to allow DOJ to intervene in SEC clawback case...... 18 Risk Management: Many CD&As too opaque; ...
  48. Microsoft Word - WeilBriefing_SEC_CG_2009 Proxy.doc Published: 2009-01-23 15:37:25
    ... has met its obligations and that the clawback and golden parachute provisions of EESA ... Recoupment Provisions ("Clawbacks"): Section 304 of the Sarbanes-Oxley Act 5 empowers the ...
  49. Title Page Published: 2009-03-28 08:07:50
    ... Another issue to be aware of is a creditor client's potential exposure in terms of clawback liability for a claim by the bankruptcy estate. It may be possible to work with the ...
  50. 2019 PROXY SEASON HOT TOPICS Corporate Governance Alert Published: 2019-02-26 17:10:19
    ... If an agreement includes "negative discretion" by the employer to either clawback, reduce or eliminate an award in part or its entirety, this may result in an agreement failing to ...
Total results found: 1,843
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