SEC adopts Dodd-Frank Act rules on compensation committees and their advisers
29 June 2012SEC Update
On June 20, the SEC adopted a new rule and amended its existing proxy rules to implement Section 952 of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Section 10C of the Securities Exchange Act of 1934. New Rule 10C-1 under the Exchange Act directs the national securities exchanges, which include the New York Stock Exchange and the NASDAQ Stock Market, to establish listing standards concerning the independence of compensation committee members, the authority of compensation committees to engage advisers, and the independence factors compensation committees should consider in selecting their advisers. In addition, the SEC amended Item 407 of Regulation S-K to require public companies to disclose information concerning conflicts of interest arising from the compensation committee’s engagement of a compensation consultant.