Executive Compensation

In my previous Blog on the SEC's new compensation plan risk assessment and reporting requirements, I expressed our belief that most companies would conduct some type of review of executive compensation risk and make some type of disclosure of that in this year's proxy statement.  Now everyone wants to know:  "where should the Company make this disclosure?"

Companies should include this disclosure outside of the CD&A.  As to the location of . . .

The final rule requires a company to address its compensation policies and practices for all employees, including non-executive officers, if the compensation policies and practices create risks that are reasonably likely to have a material adverse effect on the company.* The "reasonably likely" disclosure threshold would parallel the MD&A requirement, which requires risk-oriented disclosure of known trends and uncertainties that a . . .

With apologies to those who want to focus solely on proxy season, this is my fourth Blog on significant new issues raised by IRS issued Notice 2010-6, Relief and Guidance on Corrections of Certain Failures of a Nonqualified Deferred Compensation Plan to Comply with § 409A(a) (the "Notice").  The Notice contains examples of situations that the 409A final regulations do not clearly address – and provides for significant penalties for many plan provisions that a normal person might vie . . .

This is my third Blog on significant new issues raised by IRS issued Notice 2010-6, Relief and Guidance on Corrections of Certain Failures of a Nonqualified Deferred Compensation Plan to Comply with § 409A(a) (the "Notice"). As I noted in the first two Blogs, the Notice does much more than just offer correction methods. It contains examples of situations that the 409A final regulations do not clearly address – and provides for significant penalties for many plan provisions th . . .

As I noted last Friday, on January 5, 2010, the IRS issued Notice 2010-6, Relief and Guidance on Corrections of Certain Failures of a Nonqualified Deferred Compensation Plan to Comply with §409A(a) (the "Notice"). Importantly, the Notice does much more than just offer correction methods. It contains numerous examples of situations that the 409A final regulations do not clearly address – and provides for significant penalties for many plan provisions that a normal person might view . . .