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Executive Compensation
It's no secret that for some time 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 in respect of 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: 1) contain the proliferation of deferred compensation; 2) regulate how compensation may and may not be deferred; and 3) 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.
Given these developments and the likelihood of further SEC and IRS action, what does the in-house lawyer need to be doing today to be prepared for the upcoming Proxy Statement season and to ensure that his client's deferred compensation plans and agreements are in compliance with (or exempt, ie, grandfathered, from) IRC ' 409A?
Yachts, Jets, Horses & Hooch: Specialized Commercial Leasing Models
Defining commercial real estate asset class is essentially a property explaining how it identifies — not necessarily what its original intention was or what others think it ought to be. This article discusses, from a general issue-spot and contextual analysis perspective, how lawyers ought to think about specialized leasing formats and the regulatory backdrops that may inform what the documentation needs to contain for compliance purposes.
Hyperlinked Documents: The Latest e-Discovery Challenge
As courts and discovery experts debate whether hyperlinked content should be treated the same as traditional attachments, legal practitioners are grappling with the technical and legal complexities of collecting, analyzing and reviewing these documents in real-world cases.
Identifying Your Practice's Differentiator
How to Convey Your Merits In a Way That Earns Trust, Clients and Distinctions Just as no two individuals have the exact same face, no two lawyers practice in their respective fields or serve clients in the exact same way. Think of this as a "Unique Value Proposition." Internal consideration about what you uniquely bring to your clients, colleagues, firm and industry can provide untold benefits for your law practice.
Risks and Ad Fraud Protection In Digital Advertising
The ever-evolving digital marketing landscape, coupled with the industry-wide adoption of programmatic advertising, poses a significant threat to the effectiveness and integrity of digital advertising campaigns. This article explores various risks to digital advertising from pixel stuffing and ad stacking to domain spoofing and bots. It will also explore what should be done to ensure ad fraud protection and improve effectiveness.
Turning Business Development Plans Into Reality
This article offers practical insights and best practices to navigate the path from roadmap to rainmaking, ensuring your business development efforts are not just sporadic bursts of activity, but an integrated part of your daily success.