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In preparation for the 2015 proxy season, companies should be aware of the updates to the policies that govern how the two influential proxy advisory firms, ISS and Glass Lewis, will be a...
The move toward stricter regulation of remuneration in the financial services industry in the European Union has continued over the course of the past year, rendering the web of overlappi...
On June 25, 2014, in Fifth Third Bancorp et al. v. Dudenhoeffer et al., the U.S. Supreme Court unanimously overturned the presumption of prudence that has been applied in “stock drop”...
The Securities and Exchange Commission (“SEC”) announced a settlement on Monday, June 16, 2014 that marked its first case to protect a whistleblower under the anti-retaliation provisi...
Sarbanes-Oxley Act, Dodd-Frank and the Consumer Financial Protection Act impose overlapping anti-retaliation provisions that generally prohibit retaliation against corporate “whistleblo...
The NYSE and Nasdaq listing standards governing the independence of compensation committee members, as required under Dodd-Frank, currently diverge in how they treat directors who receive...
On September 18, 2013, in a 3-2 vote, the SEC proposed a rule implementing the provision of the Dodd-Frank Act that requires U.S. public companies to disclose a ratio of their CEO’s com...
The move toward stricter regulation of remuneration in the financial services industry in the European Union has resulted in a confusing web of overlapping European Directives and local E...
On July 24, 2013, in a controversial ruling in the Sun Capital case, the U.S. Court of Appeals for the First Circuit endorsed the view of the Pension Benefit Guaranty Corporation (PBGC) t...
As discussed in our previous memo, in January 2013, the SEC approved amendments to the NYSE and Nasdaq listing standards relating to compensation committees and their advisers. Unless the...