Section 951 of the Dodd-Frank Act requires companies that are subject to the SEC’s proxy rules to include in their proxy statements “a separate resolution subject to shareholder vote” to determine whether a shareholder vote on executive compensation...
San Francisco And Portland (Me) Do What The SEC Refused To Do
Posted on November 08, 2011
A California Twist On Shareholder Action
Posted on November 07, 2011
After last week's presentation on "Did it Pass?" at the National Association of Stock Plan Professionals' 19th Annual Conference, I'm planning to devote a few posts to the subject of shareholder voting. Living in a democracy, we all feel that we...
Kudos For California's Commissioner Of Corporations
Posted on November 04, 2011
The North American Securities Administrators Association (NASAA) describes itself as "the oldest international investor protection organization". It is comprised of 67 state, provincial, and territorial securities administrators in the 50 states,...
Was Your Option Plan Approved? Corporate Law May Say "Yes", But The Securities Law May Say "No"
Posted on November 03, 2011
On Friday, I'll be part of a panel at the National Association of Stock Plan Professionals' 19th Annual Conference. My topic will be devoted to the question "Did it pass?". Here's a brief preview of some of the subtleties in this question.
ISS Thinks Only Those Who Vote "No" Have A View
Posted on November 02, 2011
ISS Calls For Comments
New California Law To Impose A Scarlet "M" On Employers
Posted on November 01, 2011
Some California employers may soon be joining Elizabeth Pain and her more famous, albeit fictional, sister in shame, Hester Prynne. On October 9, 2011, Governor Jerry Brown signed SB 459 (Corbett) into law. Among other things, this bill adds Section...
Secretary Of State Issues Business Identity Theft Warning
Posted on October 31, 2011
Two weeks ago, the National Association of Secretaries of State held a business identity theft forum in Atlanta, Georgia. California Secretary of State Debra Bowen moderated a panel on "Fostering Intergovernmental Coordination in the Detection and...
Federal Judge Refuses To Find That California "Can Have No Real Interest" In Loans Closed Out Of State
Posted on October 28, 2011
The geographic reach of California's statutes continues to be tested in the courts. In a recent class action lawsuit challenging the defendants' mortgage marketing and sales practices, the plaintiffs sued under, among other statutes, California's...
It's Time To Respect The Views Of The Indifferent!
Posted on October 27, 2011
Although Broc Romanek recently reported that so far this year 43 companies have failed to achieve majority support for "say-on-pay", the reality is that this is a miniscule percentage of the total number of publicly traded companies.
