In the third edition, Reading & Preparing Proxy Statements incorporates the U.S. Securities and Exchange Commission’s interpretive guidance on the executive compensation disclosure rules through the summer of 2009, as well as the disclosure enhancements adopted by the SEC on Dec. 16, 2009. The guidance addresses a variety of substantive and technical issues dealing with:
- Compensation policies and practices as they relate to risk management
- Fee disclosure of compensation consultants
- Reporting of equity compensation at grant date fair value
- Determination of named executive officers
- Recoupment and clawback policies
- Perquisites and tax gross ups.
This simplified guide on proxy disclosures educates senior-level HR professionals who are responsible for executive compensation but may not have technical expertise in this area.
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