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ARTICLE · 14 MARCH 2006

SEC Proposes Changes to Executive Compensation and Related Party Disclosure

Pillsbury Winthrop Shaw Pittman
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On January 27, 2006, the Securities and Exchange Commission (SEC) published proposed rules relating to disclosure requirements for executive and director compensation, related party transactions, director independence, security ownership of officers and directors and other corporate governance matters, in public company proxy statements and other SEC filings.

United StatesEmployment and HR
Todd Eckland
Todd Eckland
Peter Hunt
Peter Hunt
Susan Serota
Susan Serota
Stanton Wong
Stanton Wong

On January 27, 2006, the Securities and Exchange Commission (SEC) published proposed rules relating to disclosure requirements for executive and director compensation, related party transactions, director independence, security ownership of officers and directors and other corporate governance matters, in public company proxy statements and other SEC filings. While the Proposed Rules are not expected to be effective with respect to companies that file their proxy statements during the spring 2006 "proxy season," recent events that heightened the perceived need for more disclosure related to executive compensation have caused many public companies to review their executive compensation disclosure practices in connection with the 2006 proxy season (please refer to the "Considerations for the 2006 Proxy Season" section below). The text of the Proposed Rules may be found at http://www.sec.gov/rules/proposed.shtml.

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