July 11, 2009
SEC Publishes Proposed Amendments to Compensation and Corporate Governance Disclosures
The SEC published on its website proposed amendments to the rules to enhance the compensation and corporate governance disclosures registrants are required to make about their overall compensation policies and their impact on risk taking; stock and option awards of executives and directors; director and nominee qualifications and legal proceedings; company leadership structure; the board's role in the risk management process; and potential conflicts of interest of compensation consultants that advise companies. The proposed amendments to disclosure rules would be applicable to proxy and information statements, annual reports and registration statements under the Securities Exchange Act of 1934, and registration statements under the Securities Act of 1933 as well as the Investment Company Act of 1940. The SEC is also proposing amendments to transfer from Forms 10-Q and 10-K to Form 8-K the requirement to disclose shareholder voting results and amendments to the proxy rules to clarify the manner in which they operate and address issues that have arisen in the proxy solicitation process.
Comments are due 60 days after publication in the Federal Register.
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