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Results from: TheCorporateCounsel.net
  1. ATTORNEY ADVERTISING Published: 2010-07-22 13:48:36
    ... under Item 402 of Regulation S-K as in effect on July 20, 2010. * Clawbacks The scope of the clawback provisions contained in Sarbanes-Oxley has been expanded by the ...
  2. Sidley Best Practices Calendar for Corporate Boards Published: 2022-08-09 13:13:34
    ... meeting * Review policies relating to clawback of executive compensation or consider ... program policies and procedures - Clawback policy - Hedging policy - Stock ...
  3. SIDLEY UPDATE Paycheck Protection Program Update - SBA Issues... Published: 2020-05-26 16:29:10
    ... Lender processing fees are subject to clawback if the SBA determines a borrower was ineligible for a PPP loan within one year after the loan was disbursed. Regardless of whether a ...
  4. SIDLEY UPDATE Making Sense of U.S. DOJ's New Monaco Memo on Corporate... Published: 2022-09-22 15:55:28
    ... reward" positive compliance actions) and penalties for employees whose actions contributed to criminal conduct (such as clawback provisions or partial escrowing of compensation). ...
  5. Proxy Voting Fact Sheet Published: 2014-03-31 15:43:00
    ... Topic Voted proposals As a percentage of votes cast As a percentage of votes outstanding For Against Abstain For Against Abstain Non Votes Recoup incentive pay ("clawback") 1 36.4% ...
  6. Update: SBA Clarifies PPP Loan Forgiveness Requirements and Loan... Published: 2020-05-26 14:16:51
    ... Furthermore, lenders would be subject to a processing fee clawback if they fail to otherwise fulfill their obligations for document collection and retention, as described in the ...
  7. Attorney Advertising CORPORATE Published: 2017-05-05 13:46:07
    ... corporate employees and directors); and clawbacks (requiring disgorgement of incentive ... disclosure of hedging activities, clawbacks of executive compensation, and the ...
  8. WSGR Alert Published: 2023-09-28 18:07:46
    ... share repurchases, insider trading plans, and executive compensation (specifically, "pay versus performance" disclosure and the required adoption of clawback policies). ...
  9. Webcast Published: 2025-01-19 12:04:53
    ... That could really spur some added support for these proposals. Misconduct Clawbacks: I ... that boards have much broader clawbacks in place to allow them to address ...
  10. Microsoft Word - 4-29-05-Summary of FASB Statement No. 123-R... Published: 2005-04-29 15:27:12
    ... Clawback Provisions - Contingent features such as "clawback provisions" that may cause the recapture of equity compensation profits are not considered when estimating grant-date ...
  11. Management Alert Published: 2011-08-04 12:27:27
    ... officers to other employees (Section 953 of the Dodd-Frank Act), expanded executive clawbacks in the event of a restatement (Section 954 of the Dodd-Frank Act) and policies ...
  12. The New RiskMetrics Group Brand Published: 2008-01-20 19:55:54
    ... C l a w b a c k L i n k P a y t o P e r f o r m S E R P S Backdaters draw scrutiny Hot topics: Clawbacks, consultant conflicts and SERPS Source: ISS Governance Services Pay for ...
  13. Securities and Capital Markets Published: 2014-11-11 15:26:16
    ... in this area included clawback provisions, the imposition of policies that executives hold shares until retirement, and limitations on the accelerated vesting of equity awards. ...
  14. A Comparison of Silicon Valley 150 Companies Published: 2017-11-02 19:05:50
    ... 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 2 Clawbacks 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 5 ... 0 0 0 28.1 0 0 27.9 0 0 25.9 0 0 23.9 0 Clawbacks 0 0 1 0 0 0 0 0 45.1 0 0 44.7 0 0 39.1 0 ...
  15. SHAREHOLDER PROPOSAL DEVELOPMENTS DURING THE 2022 PROXY SEASON Published: 2022-07-13 10:25:08
    ... Executive compensation proposals include proposals addressing: (i) performance metrics, including the incorporation of sustainability-related goals; (ii) compensation clawback ...
  16. New York Washington, D.C. Los Angeles Palo Alto... Published: 2014-11-08 15:38:40
    ... to peers, vesting requirements in last three years of CEO equity grants, equity clawback policy, plan duration, share-holding requirements and performance grant ratio of ...
  17. W&C Standard Template Published: 2018-01-18 17:19:07
    ... Compensation Clawbacks 64 In 2015, the SEC proposed rules that would require any company ... also specifies disclosure requirements relating to clawback policies and actual clawbacks. ...
  18. STRAIGHT TALK IS GOOD BUSINESS. Published: 2014-07-10 11:24:51
    ... the executive compensation clawback mandate of Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, the clawback of executive compensation from ...
  19. Financial CHOICE Act 2.0 Passes House Financial Services Committee Published: 2017-05-09 16:43:31
    ... "say when on pay" vote.  Would limit clawbacks of compensation to those current or ... would require mandatory deferrals and clawback Would repeal and modify many key ...
  20. Emergency Economic Published: 2008-10-16 19:40:22
    ... These restrictions require qualifying financial institutions to: » ensure that senior executive compensation does not encourage excessive risk taking; » impose a clawback on ...
  21. New FTC Rulemaking Seeks to Ban Most Non-Competes Published: 2023-01-10 12:29:51
    ... Foreign Subsidy Disclosure Requirements to HSR Rules How to Navigate the SEC's New Clawback Rules New FTC Policy Statement Expands Scope of "Unfair" Methods of Competition SEC ...
  22. Los Angeles | Century City | New York | San Francisco | Silicon... Published: 2008-11-22 18:50:47
    ... Compensation Restrictions Participating QFIs must: * ensure that compensation does not encourage excessive risk taking; * impose a clawback on compensation paid based on financial ...
  23. Microsoft Word - CPP PRIVATE FINAL.DOC Published: 2008-12-02 15:30:36
    ... Compensation Restrictions Participating QFIs must: * ensure that compensation does not encourage excessive risk taking; * impose a clawback on compensation paid based on financial ...
  24. Shareholder Activism and the "Eclipse of the Public Corporation... Published: 2008-10-09 17:01:22
    ... Unless directors are particularly careful with re- spect to severance, perks, the relation of pay to performance, and reasonable clawback arrange- ments to provide for recoupment ...
  25. printmgr file Published: 2013-06-28 19:09:00
    ... our pay for performance philosophy. * Clawback - In September 2010, our Board adopted a ... The clawback pertains to any excess income derived by the executive officer based on ...
  26. FOR PROXY CIRCULAR DISCLOSURE 3304-20 Queen St, Toronto, ON,... Published: 2021-01-20 18:40:52
    ... Pembina Pipeline Corporation, 2020 Proxy Circular, page 51 Clawback policy We recognize the importance of clawback provisions in promoting ethical conduct and strong ...
  27. Arbitration Provisions in Corporate Governance Documents Published: 2012-04-27 16:18:00
    ... The new sections direct the Commission to direct the SROs to adopt listing standards relating to compensation committees that meet detailed standards and to compensation "clawbacks...
  28. C O R P O R A T E G O V E R N A N C E Published: 2011-03-21 17:14:22
    ... Clawbacks-Section 954 of the Act also creates a new Section 10D of the Exchange Act ... require misconduct by the company or any offcer as a condition to invoking the clawback. ...
  29. Via Electronic Mail: Rule-Comments@sec.gov Published: 2020-08-11 15:52:45
    ... receiving more than 40 percent. 5 Proposals for company policies on executive- pay clawbacks often received limited voting support in early years (e.g., averaging 10.7 percent in ...
  30. BOARD RESPONSES TO SHAREHOLDER RESOLUTIONS: THE DEVIL IS IN THE... Published: 2013-01-23 19:12:41
    ... In ctrl. 13 12 12 92% Eliminate golden coffins 2 2 2 100% Eliminate tax gross-ups 2 1 1 50% Allow shareholders to vote on SERPs 2 2 2 100% Adopt a clawback policy 2 1 1 50% Adopt ...
  31. 2018 PROXY SEASON PREVIEW By Shirley Westcott March 2018 Overview Published: 2018-03-20 16:25:34
    ... rulemaking on compensation matters-clawbacks, employee and director hedging, and ... independent board chairs and expanding clawback policies to recover pay from executives ...
  32. Key Takeaways Published: 2023-08-22 15:14:25
    ... terms relating to price (and formulas for determining price), vesting, acceleration, forfeiture and clawback provisions - some of the most significant terms in any equity award. ...
  33. Davies Governance Insights 2013 Published: 2013-12-17 11:37:05
    ... 2011) and SmallCap Index issuers less again (2.06x, down from 2.12x in 2011). CLAWBACKS Clawback provisions require the CEO to either repay some or all of the bonus or relinquish ...
  34. Microsoft Word - 2020 Proxy and Annual Report Season Time to... Published: 2019-10-08 13:59:31
    ... risk, human rights, political activities (spending and lobbying disclosure) and clawbacks. 17 And even shareholder proposals falling short of majority approval may also impact ...
  35. Microsoft Word - UPDATE_Corp_Proxy_Report_Season_1110_V3.docx Published: 2010-11-17 11:53:20
    ... Pay-for-Performance, Internal Pay Comparison, Hedging and Clawbacks. The Dodd-Frank Act ... adopt rules regarding incentive pay clawback provisions. Specialized Disclosures. ...
  36. Congress Passes Sweeping Changes to Labor and Employment Whistleblower... Published: 2010-07-20 19:45:18
    ... The Wall Street Reform Act addresses issues such as:  Recovery of erroneously awarded compensation (clawbacks)  Executive compensation disclosures (internal pay equity)  ...
  37. Canadian 2019 proxy season: what lies ahead Published: 2018-11-29 14:42:45
    ... It generally focuses on one or more of the "5 Ps": * Policy infrastructure (i.e., minimum equity requirement, double trigger provisions, clawback policies, etc.), * ...
  38. Adam M.S. Glant Kanika Chander Allan R. Abravanel Karl J. Ege Published: 2010-07-26 20:14:58
    ... If repayment falls short through the process of orderly liquidation, the government will seek repayment first, through the clawback of payment to creditors exceeding liquidation ...
  39. Preparing Published: 2024-12-22 10:48:54
    ... statements for 2024, check the relevant box on the cover of the annual report and conduct a compensation recoupment analysis under your Dodd-Frank clawback policy, if required. ...
  40. Leveraged Finance 101 - A Covenant Handbook Published: 2022-10-06 18:56:56
    ... after the issuance date (commonly referred to as the "equity clawback" or "equity claw"). ... amount of the notes in an equity "clawback," although 40% has become increasingly common. ...
  41. Weil, Gotshal & Manges LLP Published: 2018-11-29 19:18:15
    ... for smaller reporting companies, grants on front-loaded awards, and clawback policies with a specific focus on the terms of the policy not just whether a company has such a policy. ...
  42. Financial Services and Products ADVISORY Published: 2008-10-03 13:26:05
    ... unnecessary and excessive risks; (ii) clawbacks or recoupment of bonuses paid to ... to avoid requiring accounting restatements or misconduct as a trigger for clawbacks. ...
  43. Emergency Economic Stabilization Act of 2008 Published: 2008-10-06 15:27:45
    ... or excessive risks that threaten the value of the Financial Institution, a clawback for a bonus or incentive compensation where the executive has made a materially ...
  44. Microsoft Word - NYDOCS02-#853980-v3-Stabilization_Act.DOC Published: 2008-10-06 15:39:52
    ... more broadly than Sarbanes-Oxley by imposing limitations on designing executive incentives and termination packages and requiring clawbacks in a greater range of circumstances. ...
  45. The future of governance: one small step ƒ FTSE 350 corporate... Published: 2016-12-01 16:11:55
    ... D.1.1 Failure to include clawback or other specific provisions to the schemes of ... 90% of companies now state they have a clawback provision but, as in previous years, no ...
  46. UK corporate governance review and trends 2015 Published: 2015-12-07 19:40:48
    ... * 85.9% of FTSE 350 companies have a clawback, but no company has exercised this ... The most notable absence is the lack of reporting of any clawbacks being invoked. Until ...
  47. http://akingumpinfo.com/ve/ZZg906961C92s64dvz/stype=print Published: 2009-01-30 18:06:30
    ... Particular practices that can stir investor ire include excessive perquisites, excise tax gross-ups, absence of clawback policies after a restatement of financials, excessive ...
  48. New Complete Preparing the Executive Compensation Tables - revised... Published: 2010-01-05 20:20:20
    .........38 Forfeitures and "Clawbacks......See Adopting Release at text following note 263. Forfeitures and "Clawbacks" SCT - If in a ...
  49. January 7, 2014 clearygottlieb.com Published: 2014-01-07 12:50:33
    ... Finally, many companies have implemented clawback policies ahead of the SEC's Dodd-Frank rulemaking that in some cases go beyond the Dodd-Frank requirements. This development has ...
  50. GAO-09-296 Troubled Asset Relief Program: Status of Efforts to... Published: 2025-02-13 16:44:28
    ... The new rule also will clarify that for purposes of the "clawback" or recovery ... of the act's and Treasury's rules on the clawback provisions with the clawback provisions ...
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