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Results from: TheCorporateCounsel.net
  1. Cleary M&A and Corporate Governance ... Published: 2018-11-02 13:14:48
    ... recoupment provisions ("clawbacks") and is focusing on the specific terms of these policies, rather than merely analyzing whether the clawback satisfies minimum legal requirements. ...
  2. Corporate Governance and Executive Compensation Provisions in... Published: 2010-05-25 12:46:19
    ... C. Recovery of Erroneously Awarded Compensation (Clawbacks) Section 954 of the Senate Bill ... that does not adopt "clawback" policies to recover compensation in certain circumstances. ...
  3. http://ipublish.ehoganlovells.com/create_email_08.asp?MID=61072 Published: 2010-07-26 19:10:53
    ... Recovery of Erroneously Awarded Compensation (Clawbacks) To comply with the Act and ... to develop and implement a clawback policy for compensation based on financial results. ...
  4. Microsoft Word - nusbacher_sox redux corporate governance_aug2010... Published: 2010-08-16 14:05:38
    ... Clawbacks The Act provides that the following provisions are to be implemented through ... Adoption of Clawback Policy. Listed companies will be required to adopt and implement a ...
  5. W W W I S S G O V E R N A N C E C O M U N I T E D S T A T E Published: 2024-12-16 15:47:13
    ... is needed in order for ISS to consider a clawback policy "robust," as displayed in the ... is needed in order for ISS to consider a clawback policy "robust," as displayed in the ...
  6. Microsoft Word - CGR Memo - ISS and Glass Lewis Issue Proxy Voting... Published: 2024-04-01 12:16:20
    ... Clawback Provisions. In response to new New York Stock Exchange and Nasdaq listing requirements, Glass Lewis has updated its discussion of clawback provisions. Glass Lewis believes ...
  7. LEGAL UPDATE Published: 2024-06-06 09:23:16
    ... Examples include (i) charging investigation-related fees without disclosure or consent, (ii) tax adjusting the adviser's carried interest clawback without reporting the clawback ...
  8. Events". This Client Alert is Published: 2010-10-22 13:03:47
    ... Clawback Section 954 of the Act builds on Section 304 of the u.S. Sarbanes-Oxley Act of 2002 ("SOX") by directing the SEC to require national securities exchanges to adopt clawback ...
  9. PricewaterhouseCoopers LLP, 400 Campus Dr, Florham Park, NJ 07932 Published: 2012-04-09 18:59:00
    ... company instituted clawback provisions in the contracts of the CEO and/or other senior-level executives? If not, why? If so, are the triggers of the clawback provisions clearly ...
  10. Legislative_Update_05.26.10:Layout 1.qxd Published: 2010-05-27 20:37:27
    ... Expanded Clawback Requirements * The Bill would require the SEC to adopt rules to direct ... that is not in compliance with compensation clawback requirements included in the Bill. ...
  11. New York Washington, D.C. Los Angeles Palo Alto... Published: 2016-07-11 17:25:35
    ... calling for the prohibition of "golden parachutes" and for the adoption of clawbacks. ... 35 0 4 Stock retention 11 11 17% 23 0 0 Clawbacks 6 16 14% 29 0 0 Other ...
  12. Era Anagnosti Colin J. Diamond Maia... Published: 2020-01-06 10:58:46
    ... to do so for this year's proxy disclosure. (5) Clawback Policies on the SEC Agenda Again: The SEC's proposed clawback rules from 2015 pursuant to Section 954 of the ...
  13. Webcast Published: 2025-01-19 12:04:53
    They thought the SEC would finally adopt the Dodd-Frank rules regarding clawbacks and ... compensation proposals that look like clawbacks, and compensation proposals that look ...
  14. ISS and Glass Lewis Update 2024 Proxy Voting Policies Cooley Published: 2023-12-28 14:25:27
    ... adopted for 2024. Compensation Clawback provisions Glass Lewis believes, in addition to meeting listing requirements, that effective clawback policies should provide companies ...
  15. © 2023 Troutman Pepper Hamilton ... Published: 2023-05-11 15:24:52
    ... Any general partner clawback or a limited partner clawback (or clawbacks) in excess of an aggregate amount equal to 10% of a reporting fund's aggregate capital commitments; ...
  16. © 2023 Winston & Strawn LLP Published: 2023-05-10 14:55:13
    ... partner clawbacks in excess of 10 percent of a fund's aggregate capital commitments have occurred (including the effective date thereof, and the reason for any such clawback). ...
  17. Citigroup Inc. Published: 2025-01-29 15:22:10
    ... governance practices, including expanded clawback policies and a new requirement that ... The risk mitigants include substantial deferrals, vesting periods, broad-based clawbacks, ...
  18. Accounting for Equity Awards in an Acquisition (CE Nov-Dec 2014... Published: 2025-01-19 12:04:33
    ... In the grant practices area, points are assigned based on the company's historical burn rate, as well as other practices (e.g., clawback provisions). Finally, points are assigned ...
  19. Compensia Published: 2010-08-25 20:09:11
    Compensation Recovery ("Clawback") Policy Listed companies Although there is no deadline for SEC rulemaking, we expect these rules to be in place for the 2011 proxy season ...
  20. Section 1 Published: 2010-03-16 21:32:24
    ... This may, but is not required to, include graphic representation. Clawback (recovery of ... information and the implementation of clawback policies enabling the recovery of ...
  21. 160529848_1 Published: 2009-02-06 16:45:15
    Under the Capital Purchase Program, "senior executive officers" subject to golden parachute prohibitions and bonus clawbacks are the "named executive officers" identified on Form ...
  22. http://reedsmithupdate.com/ve/ZZe90h72718792XE651 Published: 2009-02-18 11:18:29
    governance standards during the period when any TARP obligation is outstanding: Clawbacks of certain incentive compensation and bonuses for Senior Executive Officers ("SEOs") ...
  23. Edition Published: 2017-11-22 16:14:00
    ... and Pledging . . . . . . . . . . 42 "Clawback" Policy Regarding the Adjustment or ... . . 29 Equity Ownership Requirements and Clawback and No Pledging Policies . . . . . . . . ...
  24. CATALYZING CORPORATE CHANGE SHAREHOLDERS CALLING THE WORLD'S Published: 2018-08-14 16:36:02
    ANADARKO PETROLEUM: (CLIMATE CHANGE) AMEREN: (WATER RISK/COAL ASH) AMERISOURCEBERGEN: (CLAWBACKS) RANGE RESOURCES: (METHANE) Successful Withdrawals Importantly, resolutions ...
  25. Publication_A4_WP357465_CCook_LON Published: 2012-05-30 18:46:51
    .........157 I. "Clawback" of Incentive-Based Compensation ...  implementation and disclosure of clawback policies;  annual disclosure of ...
  26. Summary Published: 2023-03-14 20:28:09
    in our prior alerts on the DOJ's announcements of new policies on clawbacks and voluntary self-disclosure) with a revised Evaluation of Corporate Compliance Programs policy (ECCP). ...
  27. Updating Form 10-K Published: 2025-01-22 08:06:53
    ... and * Shell company status. * Clawback checkbox requirement: As discussed in ... If any of the error corrections are restatements that required a recovery, or "clawback," ...
  28. Corporate Governance Published: 2021-02-23 17:18:19
    ... Robust Results ► Keywords: Clawbacks, Equity mix, Hedging/ pledging ► Tickers or ... Search By Top 2020 Searches ► COVID-19 ► Coronavirus ► Clawbacks ► Equity mix Need ...
  29. RiskMetrics Group Releases 2009 Proxy Voting Policies Published: 2009-01-07 10:53:11
    RiskMetrics also may recommend a vote for shareholder proposals on clawbacks of incentive pay if the company's policy on the issue does not meet best practices standards. ...
  30. 2008-06_VoluntaryAbandonment_Turner:Quark.qxd.qxd Published: 2008-06-26 11:24:09
    Such non- waiver, or clawback, agreements are contemplat- ed in Rule 26(f)(3) of the Federal Rules of Civil Procedure. 2 The parties began the process of securing the non-waiver ...
  31. View PDF Published: 2024-04-26 11:47:03
    literal non-compete clauses to include other common-place compensation arrangements which create significant disincentives to work for a competitor (e.g., compensation clawbacks). ...
  32. The SEC (U.S. Securities and Exchange Commission) recently hosted... Published: 2024-04-17 14:48:00
    ... The SEC is also continuing its practice of seeking Sarbanes-Oxley Act Section 304 "clawbacks," under which the SEC can seek clawbacks of executive compensation, including bonuses ...
  33. Microsoft Word - 9QVG01!.DOC Published: 2004-09-16 10:56:52
    partners of its fund agreement are the third-party beneficiaries of the LLC's right to recall distributions to its members in the event of a clawback under the fund agreement. ...
  34. OMelveny & Myers LLP 2010 Proxy Guide Published: 2012-02-06 19:29:17
    ... of stock ownership guidelines and clawback policies).  Say-on-pay led many ... of companies' clawback policies. * Political Contributions Proposals Will Be a Focus. ...
  35. http://reaction.orrick.com/rs/vm.ashx?ct=24F76C1BDFE00AEDC1D180 Published: 2010-07-30 17:04:38
    ... investigations, examinations and lawsuits. 6. New Executive Compensation "Clawback" Rules. ... listed with national securities exchanges and associations to enact "clawback" policies. ...
  36. Dodd-Frank: What's on the Radar Through... Published: 2011-08-30 19:36:29
    ... Rule Proposals Expected (with adoptions to follow in 2012)  Clawback. Mandating new listing standards requiring companies to adopt and disclose a compensation clawback policy to ...
  37. Proxypulse-3rdEdition-2015-Web_Final.indd Published: 2015-08-28 17:02:43
    New rules from the SEC on the CEO pay-ratio disclosure, as well as anticipated rules on clawbacks and pay for performance disclosure, could impact say-on-pay voting in the future. ...
  38. ATTORNEY ADVERTISING Published: 2018-11-30 16:18:31
    ... Clawbacks. Glass Lewis adopted a new policy that is focused on the specific terms of clawback policies, rather than merely whether a company maintains a clawback that simply ...
  39. Chair_Genslers_Insight_on_the_SECs_New_Regulatory_Agenda Published: 2021-06-29 12:54:07
    ... on executive compensation to implement provisions of the Dodd-Frank Act: - Clawbacks. ... disclosures about a company's "clawback" policy to recoup incentive-based ...
  40. (International) Riskmetrics Group Issues Its 2010 Policy Updates... Published: 2009-12-01 13:24:10
    of whether the pay practices discourage excessive risk-taking - examples of these practices include clawbacks, hold- backs, stock ownership requirements, and deferred bonuses. ...
  41. New York Published: 2019-07-12 20:01:34
    ... in 2018, two proposals (both related to clawbacks) passed in 2019. Compensation-related ... business risk oversight, misconduct clawback policies, exclusion of legal/compliance ...
  42. A U T H O R S Andrew Cooley Janet Holmes ... Published: 2022-03-30 15:04:37
    for meeting materials, mandatory say-on-pay voting and required disclosure concerning clawbacks of executive compensation and the well-being of employees, retirees and pensioners. ...
  43. 11/7/2014 Proxy Advisor Policy Updates... Published: 2014-11-07 15:03:55
    practices related to a variety of factors, such as greater use of performance-based equity, risk mitigation elements (e.g., clawbacks) and the expected duration of share requests. ...
  44. SEC Proposes Significant Amendments to Form PF and One-Business... Published: 2022-02-05 17:43:17
    ... transaction. 2. General Partner or Limited Partner Clawback The reporting fund effectuates (1) a general partner clawback or (2) a limited partner clawback or clawbacks in ...
  45. Andrew L. Oringer Partner, ERISA and Executive Compensation Practice Published: 2008-10-06 11:33:28
    ... Limitation on Incentive Pay X X X Clawbacks X X X Lost Deductions Existing $1 Million ... However, EESA does not define the phrase "unnecessary and excessive risk." Clawbacks If ...
  46. Compensation Committee Governance in an Era of Increased Public... Published: 2010-11-04 13:12:07
    ... The clawback policy should address who will be covered by the policy (required for executive officers, but could have broader coverage), what event(s) will trigger the clawback ...
  47. Slide 1 Published: 2004-11-01 14:45:10
    Reverse Pay-for-Performance: the Computer Associates "clawback" proposal to return ill-gotten bonuses - More to come? Succession Planning: Highlighted by Disney situation, but also ...
  48. WSGR Alert Published: 2009-12-28 20:15:32
    ... risk or balance incentives, such as clawbacks, forfeiture or recoupment policies, or ... such as through policies requiring clawbacks or imposing holding periods; the ...
  49. Securities and Capital Markets Published: 2023-10-03 12:26:32
    ... clawback policy Item 601(b)(97) of Regulation S-K Exhibit to Form 10-K Companies with equity securities listed on a national securities exchange must adopt a compensation clawback ...
  50. View PDF Published: 2023-01-19 16:18:14
    ... Division would be drafting guidance on clawbacks and financial incentives for compliance, ... provide additional guidance related to clawbacks and financial incentives for compliance, ...
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