On September 18, the CII announced that it had overhauled its Policies on Executive Compensation to urge public companies to, among other things, “dial back the complexity of their executive compensation plans and set longer periods for measuring performance for incentive pay.”
Chaotic international politics—particularly the uncertainty surrounding Brexit and the Trump administration’s increasing use of sanctions as a foreign policy tool—are complicating public companies’ SEC compliance obligations.
On August 23, the SEC issued a fee advisory, setting the filing fees that public companies and other issuers will pay in fiscal year 2020 to register their securities with the SEC.
SEC Proposes Amendments to Regulation S-K to Modernize Disclosures of Business, Legal Proceedings and Risk Factors
On August 8, the SEC proposed amendments to modernize the description of business, legal proceedings and risk factor disclosures that registrants are required to make pursuant to Regulation S-K.
The Ernst & Young Center for Board Matters recently published a report on the 2019 proxy season, highlighting five key takeaways and offering related questions for boards to consider.
Another key takeaway from the 2019 proxy season is the emergence of a new, stricter standard for what constitutes director “overboarding.”
“Seventeen years after passage of the Sarbanes-Oxley Act (SOX), those not involved in SOX compliance might assume that by now it would be a rote activity requiring diminishing effort. They would be wrong.” So begins a recent CFO.com article discussing the results of Protiviti’s 2019 Sarbanes-Oxley Compliance Survey.
A recent Forbes article argues that it is becoming increasingly necessary for boards to possess cyber security and technology expertise.
In any given year, the vast majority of companies receive overwhelming shareholder support for their say-on-pay proposals; however, most companies should expect to receive an “against” vote recommendation from a proxy advisory firm at least once.
A recent publication by ISS Analytics examines the characteristics of directors who were newly-appointed at Russell 3000 companies and notes five major trends in new director appointments for 2019.