On July 1, 2015, in a 3-2 vote, the SEC proposed a rule implementing Section 954 of the Dodd-Frank Act, which requires listed companies to implement clawback policies to recover incentive...
This spring, the Office of the Chief Counsel of the Internal Revenue Service (IRS) released three Chief Counsel Advice (CCA) memoranda regarding a variety of compensatory tax issues. Spec...
On April 30, 2015, the Delaware Court of Chancery held for the second time in three years that a decision by a board of directors or a board’s compensation committee to award equity to ...
On April 14, 2015, the U.S. Department of Labor (“DOL”) released its long-awaited re-proposed regulation redefining who is a “fiduciary” under Section 3(21) of the Employee Retire...
On April 29, 2015, a divided Securities and Exchange Commission proposed requiring U.S. public companies to disclose the relationship between executive compensation and the company’s fi...
Davis Polk has submitted a comment letter on the SEC proposal for companies to disclose their equity hedging policies. We previously summarized the rule proposal here.
Our comment letter...
On March 31, 2015, the Internal Revenue Service published final regulations under Section 162(m) of the Internal Revenue Code. The final regulations clarify two requirements for exception...
On February 9, 2015, the SEC proposed a long-awaited rule on disclosure of company equity hedging policies, as required by Section 955 of the Dodd-Frank Wall Street Reform and Consumer Pr...
The CRD IV package, comprising the Capital Requirements Directive IV[1] (CRD IV) and the Capital Requirements Regulation[2] (CRR), sets out requirements in relation to the remuneration po...
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...
