Understanding The SEC's Compensation Clawback Proposal

Law360, New York (July 27, 2015, 5:46 PM EDT) -- On July 1, 2015, the U.S. Securities and Exchange Commission proposed rules that would direct the stock exchanges to adopt listing standards requiring listed companies to develop and implement incentive-based compensation recovery (clawback) policies. The SEC also proposed related disclosure requirements. The proposed rules would implement Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, which is the last remaining executive compensation provision for which rules had not yet been proposed or finalized (following upon proposed rules with respect to pay ratio, pay-for-performance and hedging policies). Interestingly, although Dodd-Frank was enacted in response to the financial crisis, the proposed clawback rule would not have applied to any of the most notorious bailout recipients, as none were required to restate their financials....

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