Client Alert

SEC Adopts Amendments to Proxy Disclosure Rules

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Last week, the SEC adopted new rules intended to enhance proxy statement and related disclosures pertaining to risk assessment, compensation and corporate governance matters. The new rules become effective February 28, 2010 and thus will apply for the 2010 proxy season.

Specifically, the amendments require new disclosures related to (i) compensation policies and practices that present material risks to the company, (ii) executive and director stock and option awards, (iii) director and nominee qualifications and legal proceedings, (iv) board leadership structure, (v) the board’s role in risk oversight and (vi) potential conflicts of interest of compensation consultants that advise companies and their boards of directors. The amendments also transfer from Forms 10-Q and 10-K to Form 8-K the requirement to disclose shareholder voting results.

Click here to read our client alert describing the new SEC rules.

Contact Information If you have any questions regarding these amendments, please contact either the Womble Carlyle attorney with whom you usually work or one of our Corporate and Securities attorneys.