• SEC Adopts Final Rules on Shareholder Approval of Executive Compensation and Golden Parachutes
  • February 3, 2011 | Authors: Mark S. Kingsley; William E. Wallace; Steven Werier
  • Law Firm: Kaye Scholer LLP - New York Office
  • On January 25, 2011, the SEC adopted Rule 14a-21 and amendments to existing rules and forms to implement Section 951 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), requiring issuers to hold non-binding shareholder advisory votes to approve executive compensation, to approve the frequency of such votes on compensation, and to approve golden parachute compensation arrangements in connection with certain extraordinary business transactions. The rule and amendments were adopted substantially as first proposed on October 18, 2010, with some modifications, and affect proxy statements for this year’s annual meetings.