Executive Compensation and Disclosure Rules - 3rd Edition - Mark Allen Borges

Executive Compensation and Disclosure Rules 3rd Edition Mark Allen Borges ISBN 9781641054171

Serving as a comprehensive reference on executive and director compensation disclosure requirements, this updated third edition is an essential resource for attorneys, compliance professionals, and others responsible for meeting applicable SEC obligations. The guide offers an in-depth analysis of the disclosure rules, explaining their interpretation and application in common scenarios. Drawing on the text of the rules themselves, as well as relevant SEC releases that provide critical interpretive guidance, the book clarifies how these requirements are intended to be understood and applied. It also addresses supplemental guidance issued by the SEC’s Division of Corporation Finance since the rules were adopted.

Designed to assist registrants and their advisors, this guide includes:

• A historical overview of executive and director compensation disclosure requirements under the federal securities laws, including the development of the 2006 rules and subsequent amendments

• An explanation of key principles of general applicability, such as which registrants are subject to the rules, which executives and directors must be disclosed, what compensation must be reported, and the SEC’s principles-based approach to disclosure

• A review of additional compensation-related disclosure obligations under the federal securities laws, including shareholder advisory votes on executive compensation mandated by the Dodd-Frank Act

• A detailed analysis of the Dodd-Frank CEO pay ratio disclosure rule

The appendices provide the current text of the executive and director compensation disclosure requirements set forth in Item 402 of Regulation S-K, selected speeches by officials from the SEC’s Division of Corporation Finance addressing the rules and compliance issues, and the most recent interpretive guidance issued by the Division on the application of these requirements.

Executive Compensation and Disclosure Rules 3rd Edition Mark Allen Borges ISBN 9781641054171, 978-1641054171 & 978-16410-54171

Author
Mark Allen Borges