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Alerts

The Dodd-Frank Wall Street Reform and Consumer Protection Act

Jul-26-2010 — President Obama has signed financial reform legislation into law. As reported in our previous Alerts, the Dodd-Frank Act includes provisions that impact corporate governance as well as executive compensation. More...

Status of Financial Reform Legislation

Jun-29-2010 — Financial reform legislation moved closer to being adopted as law as it passed through the reconciliation process of the joint House and Senate committee late last week. Now known as the Dodd-Frank Wall Street Reform and Consumer Protection Act, the current bill, like the earlier House and Senate versions, includes provisions revising certain corporate governance areas and executive compensation. However, a provision included in earlier versions that would have required public companies to uti More...

RiskMetrics Group Adopts New Measure of Governance Related Risk

Mar-15-2010 — RiskMetrics Group has announced that as of March 17, 2010, it will replace its former Corporate Governance Quotient or "CGQ" rating with a new system of governance ratings called Governance Risk Indicators or "GRIds". More...

SEC Climate Change Disclosure Guidance

Feb-19-2010 — In late January, the SEC issued an interpretive release providing guidance to companies regarding required disclosure relating to the impact of climate change on their business. The new guidance will impact the disclosure required in upcoming annual reports on Form 10-K. More...

NYSE Governance Rule Changes

Feb-16-2010 — In January, the SEC approved changes to the NYSE corporate governance listing standards that clarify certain disclosure requirements, codify existing exchange interpretations and, in an effort to coordinate with SEC rules, replace certain disclosure requirements with those contained in Item 407 of Regulation S-K. Item 407 requires disclosure regarding director independence and certain corporate governance matters. This year's proxy materials must comply with the new standards. More...

SEC Issues Guidance Regarding Enhanced Proxy Disclosure

Feb-04-2010 — On January 20, 2010, the SEC issued Compliance and Disclosure Interpretations to assist with issues presented by the recently adopted rules governing enhanced proxy disclosure. More...

Reporting of Voting Results

Feb-02-2010 — The SEC's recently adopted rules regarding enhanced proxy disclosures also include new requirements for the reporting of voting results and highlight the need for the continued focus on shareholder relations. More...

Board Oversight Role in Risk Management

Jan-28-2010 — The rules recently adopted by the SEC require added disclosure in the 2010 proxy materials regarding the board's role in the oversight of risk management and the effect on the leadership structure of the company. More...

The Spotlight on Revised Executive Compensation Disclosures

Jan-26-2010 — Compensation decisions remain under scrutiny by investors. As investors demand that executive pay be linked to performance, issuers and the SEC are still struggling with the “new” executive compensation disclosure rules first effective four years ago. Now the SEC has amended the executive compensation disclosure rules impacting the disclosure required in the proxy materials for the 2010 annual meeting. The new disclosure requirements are generally directed at two main areas: risk analysis a More...

The New Proxy Rules Impact on Director Qualifications and Diversity of the

Jan-19-2010 — The enhanced proxy rules recently adopted by the SEC require added disclosure in the proxy materials for the 2010 annual meeting regarding the background and qualifications of directors and nominees and the diversity of the board. More...

Public Company Employment Agreements May Need to be Amended Before 2010

Nov-23-2009 — In January 2008 the IRS issued a private letter ruling which stated that a bonus payable under an executive employment agreement did not qualify as performance-based compensation under Section 162(m) because the agreement provided that in the event of the executive’s termination of employment without cause, any performance goal would be treated as having been achieved and the awards would vest to the extent such awards would have become vested had the executive's employment continued for two yea More...

SEC Adopts Rules Regarding Securities Offering Reform

Oct-18-2005

Articles

Shaping Board and Committee Calendars - "The Corporate Board" Article

Sep-08-2006 — The article by Partner Joseph P. Kubarek was featured in the September/October 2006 issue of "The Corporate Board" magazine. More...

Survey Report - Boards Making Structural and Membership Changes Post Sarban

Jul-27-2005

Kei Advisors Featured in Wharton Business School Article

Mar-31-2005

Jaeckle Fleischmann Introduces Board Member Best Practices - Director Educa

Feb-17-2005

ARTICLE - Why are you a Public Company

Feb-16-2005

Newsletters

Jaeckle Fleischmann Introduces Board Member Best Practices - Director Educa

Feb-17-2005

New Issue - Board Member Best Practices- Code of Business Conduct & Ethics

Oct-17-2003

Board Member Best Practices Vol 1 Issue 3

Jun-12-2003

Board Member Best Practices Vol 1 No 2

Apr-17-2003