As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, the US Securities and Exchange Commission has proposed new Rule 10D-1, directing national securities exchanges and associations to establish listing standards that prohibit the listing of any security of a company that does not adopt and implement a written policy requiring the recovery, or “clawback,” of certain incentive-based executive compensation. The proposal also specifies disclosure requirements relating to clawback policies and clawbacks. The SEC’s proposing release raises many complex issues that merit attention and further discussion, and the SEC has expressly requested comments on more than 100 specific questions. Comments are due by September 14, 2015.
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