Facing cyber threats
Oversight of cyber threats and of their management falls squarely within directors’ governance responsibilities.
Heads Up — SEC proposes rule on "clawback" policies
This issue discusses SEC Proposed Rule Release No. 33-9861, Listing Standards for Recovery of Erroneously Awarded Compensation, which is aimed at ensuring that executives do not receive “excess compensation” if the financial results on which previous awards of compensation were based are subsequently restated because of material noncompliance with financial reporting requirements. The newsletter highlights key provisions of the proposed rule and their potential accounting and tax consequences to help companies better understand the proposal and determine how (or whether) to comment on it.
SEC adopts rule for pay ratio disclosure
SEC adopted a final rule that requires a public company to disclose the ratio of the compensation of its CEO to the median compensation of its employees.
For audit committees, a growing role in cybersecurity
Audit committees should be aware of cybersecurity trends, regulatory developments and major threats as the risks associated with intrusions can be severe.
Well-run boards take an ongoing approach to refreshment and develop succession practices to meet evolving needs related to board composition.
Board members: Think like an activist investor
Board members shouldn’t wait for activists to make moves. They should prepare themselves by thinking like an activist.
Building world-class ethics and compliance programs
What separates a “good” ethics and compliance program from a “great” one? In our experience, there are five key differentiators.