"SEC Proposes 'Say on Pay,' 'Say When on Pay,' and 'Say on Golden Parachute' Rules"

On October 18, 2010, the Securities and Exchange Commission ("SEC") issued two releases (the "Releases") proposing rules to implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection relating to (a) shareholder approval of executive compensation and "golden parachute" arrangements and (b) disclosure by institutional investment managers of how they voted in such shareholder approvals applicable to public companies for which the proxy solicitation rules of the SEC require compensation disclosure.

This Stroock Special Bulletin highlights key provisions of the Releases and their possible implications.