More SEC Guidance on Revised Proxy Disclosure Rules
On February 16, 2010, the SEC Staff updated the C&DIs for Regulation S-K with a few additional questions and answers, as follows:
Question 116.07
Question: Instruction 3 to Item 401(a) provides that if the information called for by paragraph (a) is being presented in a proxy or information statement, no information need be given respecting [...]
RiskMetrics Weighs In on Compensation Risk Disclosures
The new proxy disclosure rules (Item 402(s) to be precise) require public companies to include a narrative disclosure discussing the company’s compensation policies and practices as they relate to the company’s risk management if risks arising from the company’s compensation policies and practices for its employees are “reasonably likely to have a material adverse effect [...]
SEC Issues Final Proxy Disclosure Rule Amendments
The U.S. Securities and Exchange Commission met this morning and voted 4 to 1 in favor of approving the amendments to the proxy disclosure rules that were issued over the summer with some changes. I’ll review the final amended rules and blog in the coming days about the changes that will impact equity compensation. In the [...]
Where’s Waldo? Where can you put the Equity Compensation Plan Information Table?
Generally, the Equity Compensation Plan Information table is included in a company’s Form 10-K, unless a company is putting a compensation-related matter to shareholders on its proxy.
However, this could lead to confusing your shareholders as the table would then bounce back and forth between the Form 10-K and the proxy, simply depending on whether a [...]
SEC Updates Regulation S-K C&DIs on 10/26/09
The SEC has updated the Compliance & Disclosure Interpretations (C&DIs) for Regulation S-K as of October 26, 2009. However, the date of the new/revised entries is August 14, 2009. Here’s the link to the C&DIs:
http://www.sec.gov/divisions/corpfin/guidance/regs-kinterp.htm
There is one that will have implications for equity award disclosures, Question 125.05. The question asks what happens when an equity [...]
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Polls
Do you think companies will include negative disclosure about Compensation Risk Disclosure in their 2010 proxies?
- No (57%, 4 Votes)
- Yes (43%, 3 Votes)
- Uncertain (0%, 0 Votes)
Total Voters: 7
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