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ARTICLE · 11 APRIL 2011

SEC Releases Proposed Rules Regarding Compensation Committees, Compensation Consultants, And Other Advisers

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The SEC proposed the rules to implement the provisions of Section 952 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.

United StatesConsumer Protection
Michael Kirwan
Michael Kirwan
John Wolfel, Jr.
John Wolfel, Jr.
Mark Plichta
Mark Plichta
Patrick Quick
Patrick Quick
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On March 30, 2011, the SEC proposed rules1 regarding three subjects:

  • National securities exchanges, including the NASDAQ Stock Market and the New York Stock Exchange, would have to adopt listing standards regarding the independence of compensation committee members
  • Companies would be required to make additional disclosure in proxy statements regarding whether a compensation consultant has been retained, the terms of the engagement, and conflicts of interest related to compensation consultants
  • National securities exchanges would be required to adopt listing standards regarding compensation committee authority to engage compensation consultants, independent legal counsel and other advisers, and funding for and independence of such advisers

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