Law.com Subscribers SAVE 30%

Call 855-808-4530 or email [email protected] to receive your discount on a new subscription.

The Corporate CounselorKickerFeaturesSectionsNewsLJN Newsletters

Executive Compensation: Are You In Compliance?

By Stephen W. Skonieczny
February 24, 2005

It's no secret that for sometime now the Securities and Exchange Commission (SEC), institutional investors and shareholder services, have all been dissatisfied with the opaqueness of required executive compensation disclosure in Proxy Statements under Item 402 of Regulation S-K. In fact, the SEC may soon consider revising the executive compensation disclosure rules, at least with respect to certain types of compensation disclosure that are viewed by critics of current disclosure compliance as particularly lacking in transparency and detail.

It's also no surprise that Congress enacted Section 409A of the Internal Revenue Code to address the long-standing frustration of the Internal Revenue Service's (IRS) efforts to i) contain the proliferation of deferred compensation; ii) regulate how compensation may and may not be deferred; and iii) dictate what was “good” deferred compensation and what was, in the view of the IRS, a “bad” deferral or, put more technically, received, either constructively, under the so-called “economic benefit” doctrine or pursuant to some other theory of “receipt” or “benefit.” “The IRS also weighed in recently with Notice 2005-1, providing some limited guidance to taxpayers.

This premium content is locked for LJN Newsletters subscribers only

  • Stay current on the latest information, rulings, regulations, and trends
  • Includes practical, must-have information on copyrights, royalties, AI, and more
  • Tap into expert guidance from top entertainment lawyers and experts

For enterprise-wide or corporate acess, please contact Customer Service at [email protected] or 877-256-2473

Read These Next
The DOJ's Corporate Enforcement Policy: One Year Later Image

The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.

Use of Deferred Prosecution Agreements In White Collar Investigations Image

This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.

The DOJ's New Parameters for Evaluating Corporate Compliance Programs Image

The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.

CLE Shouldn't Be the Only Mandatory Training for Attorneys Image

Each stage of an attorney's career offers opportunities for a curriculum that addresses both the individual's and the firm's need to drive success.

A defendant in a patent infringement suit may, during discovery and prior to a <i>Markman</i> hearing, compel the plaintiff to produce claim charts, claim constructions, and element-by-element infringement analyses.