SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

In a surprise statement, the Securities and Exchange Commission announced the immediate revocation of the influential Egan-Jones Proxy Services and Institutional Shareholder Services “No-Action Letters” which facilitated the rise and undue influence of the proxy advisory firm industry, including widespread conflicts of interest.

Fall Outlook: SEC to Explore Proxy Process in Roundtable, as Treasury Provides 162(m) Tax Guidance and Campaign Rhetoric on Buybacks Intensifies

As calendar year companies prepare their 2019 proxy statements which will include the second official pay ratio disclosure, newly-issued IRS guidance on the tax deductibility of executive compensation promises to be one point of discussion. Meanwhile...

IRS Issues Guidance on 162(m) and the Impact of Negative Discretion

On Tuesday, August 21, the IRS issued guidance on the changes to Section 162(m) of the IRS code included in the 2017 Tax Cuts and Jobs Act.

Recent Center Advocacy

The Center On Executive Compensation urged the SEC to include proxy advisory firms and shareholder proposal issues as agenda items for the November 15 SEC roundtable on proxy process issues. Click here to read “Letter to SEC on Supporting Proxy Process Roundtable Agenda".

SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

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Fall Outlook: SEC to Explore Proxy Process in Roundtable, as Treasury Provides 162(m) Tax Guidance and Campaign Rhetoric on Buybacks Intensifies

Read more...

IRS Issues Guidance on 162(m) and the Impact of Negative Discretion

Read more...

Recent Center Advocacy

Advocacy and Analysis

Editorial Reinforces SEC’s Move Toward “Cracking the Proxy Racket”

SEC Withdraws Two Key Staff Interpretations Ahead of Proxy Advisory Firm Discussion

UK Shareholders Step Up Opposition to Company Pay Proposals, Director Elections

Op-Ed Criticizes “Buyback Derangement Syndrome”

Center News Stories

Bipartisan Senate Proxy Advisory Firm Bill Rises Above the Fray in Senate Committee Hearing; Clayton Says Proxy System Needs "Major Overhaul"

Center Survey Details Long-Term Incentive Target Grant Practices, Merit Budgets

Shell Makes International Headlines with Carbon Emissions Executive Pay Metric

Independent Board Chairs "On the Rise," Says Latest Board Index

Senate Banking Committee to Examine Proxy Advisory Firms

New Report Demonstrates Developing Trends in Board and Management Gender Diversity Disclosures