On Dec. 16, 2009, the U.S. Securities and Exchange Commission issued a release adopting new rules that will have a dramatic effect on the form and substance of proxy statement disclosure during the 2010 proxy season. The new rules, which become effective on Feb. 28, are designed to bolster disclosure of executive-compensation information provided in connection with proxy solicitations. The SEC release addresses three key compensation areas: risk management as it relates to compensation, equity award valuation and compensation consultant conflicts of interest.
Due in part to the several proposed and adopted SEC executive-compensation disclosure rules since 2003, these rules have become similar to the latest laptops or high-definition televisions found in high-end electronics stores: Buy one now, and a “new and improved” version will be available for purchase only a short while later. To some observers, “new and improved” may imply that the former version was old and imperfect. Others may question whether the “improvements” really are any better and, if so, how much more effective are they? Not surprisingly, some commentators have argued that the new additional disclosures will be only marginally more effective in helping investors to make informed voting and investment decisions or — worst yet — may prove to be confusing or difficult to understand.
This content has been archived. It is available through our partners, LexisNexis® and Bloomberg Law.
To view this content, please continue to their sites.
Not a Lexis Subscriber?
Subscribe Now
Not a Bloomberg Law Subscriber?
Subscribe Now
LexisNexis® and Bloomberg Law are third party online distributors of the broad collection of current and archived versions of ALM's legal news publications. LexisNexis® and Bloomberg Law customers are able to access and use ALM's content, including content from the National Law Journal, The American Lawyer, Legaltech News, The New York Law Journal, and Corporate Counsel, as well as other sources of legal information.
For questions call 1-877-256-2472 or contact us at [email protected]
