On June 25, 2014, in Fifth Third Bancorp et al. v. Dudenhoeffer et al., the U.S. Supreme Court unanimously overturned the presumption of prudence that has been applied in “stock drop”...
The Securities and Exchange Commission (“SEC”) announced a settlement on Monday, June 16, 2014 that marked its first case to protect a whistleblower under the anti-retaliation provisi...
Sarbanes-Oxley Act, Dodd-Frank and the Consumer Financial Protection Act impose overlapping anti-retaliation provisions that generally prohibit retaliation against corporate “whistleblo...
While we are still in early days of the 2014 proxy season, trends are starting to emerge. The following update summarizes these developments:
Institutional investors promote governance r...
Amid the recent uptick in U.S. IPO transactions to levels not seen since the heady days of 1999 and 2000, Davis Polk’s pipeline of deals remains robust, leading us to believe that stren...
As discussed previously here, the SEC solicited comments on its proposed “pay ratio” rule, as mandated by Section 953(b) of the Dodd-Frank Act, that requires companies to disclose the...
As companies begin digesting the SEC’s proposed pay ratio rule (which we discuss here) and analyzing its impact, here are answers to some frequently asked questions. Final rules may aff...
On September 18, 2013, in a 3-2 vote, the SEC proposed a rule implementing the provision of the Dodd-Frank Act that requires U.S. public companies to disclose a ratio of their CEO’s com...
At the SEC’s open meeting today, the Commissioners approved in a 3 to 2 vote (Commissioners Gallagher and Piwowar dissenting) the proposed so-called “pay ratio” rules, mandated by S...
The move toward stricter regulation of remuneration in the financial services industry in the European Union has resulted in a confusing web of overlapping European Directives and local E...
