[StBernard] Frank Circulates Discussion Draft on Executive Compensation
Westley Annis
Westley at da-parish.com
Sat Jul 18 10:51:29 EDT 2009
July 17, 2009
Frank Circulates Discussion Draft on Executive Compensation
Washington, DC - Today, Chairman Barney Frank (D-MA) circulated a
"discussion draft" on executive compensation to members of the Financial
Services Committee. The draft is based on "Say-on-Pay" legislation
<http://financialservices.house.gov/press110/press042007.shtml> that passed
the House in 2007 and legislative proposals released yesterday by the
Treasury Department. Mr. Frank also stated yesterday
<http://www.house.gov/apps/list/press/financialsvcs_dem/pr_071609.shtml>
that the committee plans to mark up legislation on executive pay sometime
next week.
The discussion draft, titled the "Corporate and Financial Institution
Compensation Fairness Act of 2009,"
<http://www.house.gov/apps/list/press/financialsvcs_dem/comp_001_xml.pdf>
contains four major components listed below. A full text of the draft can be
viewed by clicking here
<http://www.house.gov/apps/list/press/financialsvcs_dem/comp_001_xml.pdf> :
I. Say-on-Pay
Applies to all public companies
Substantially similar to 2007 House passed bill
Requires annual shareholder advisory vote on compensation
Requires shareholder advisory vote on golden parachutes
II. Independent Compensation Committee Requirement
Applies to all public companies
Requires compensation committees be made up of independent directors
Requires that compensation consultants satisfy independence criteria
established by the SEC
III. Incentive Based Compensation Disclosure Requirements
Applies to all "financial institutions"
* Definition specifically includes banks, bank holding
companies, broker-dealers, credit unions & investment advisors
* Definition also includes any institution identified as
appropriate during joint rulemaking by the relevant Federal financial
regulators
Requires all "financial institutions" to disclose compensation structures
that include any incentive based elements
IV. Compensation Standards for Financial Institutions
Applies to all "financial institutions"
Requires federal regulators to proscribe inappropriate or imprudently risky
compensation practices as part of solvency regulation
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