CLIENT ALERT: NYSE to Prohibit Broker Discretionary Voting on Executive Compensation Matters

Client Alert
Steve Wolosky, Kenneth M. Silverman, Michael R. Neidell and Ron S. Berenblat

On August 4, 2010, the NYSE announced that in order to comply with the recently enacted Dodd-Frank Wall Street Reform and Consumer Protection Act, it intends to file an amendment to NYSE Rule 452 to prohibit its members, i.e., brokers, from voting on matters related to executive compensation, including “say-on-pay” proposals, without prior shareholder instruction at shareholder meetings held after July 21, 2010.  While the amendment to NYSE Rule 452 has not yet been filed, the prohibition on broker discretionary voting on executive compensation is effective immediately.

Please feel free to contact any of the partners listed below or any corporate partner with whom you work if you would like to discuss this matter.

This publication is issued by Olshan Grundman Frome Rosenzweig & Wolosky LLP for informational purposes only and does not constitute legal advice or establish an attorney-client relationship.  To ensure compliance with requirements imposed by the IRS, we inform you that unless specifically indicated otherwise, any tax advice contained in this publication was not intended or written to be used, and cannot be used, for the purpose of (i) avoiding tax-related penalties under the Internal Revenue Code or (ii) promoting, marketing, or recommending to another party any tax-related matter addressed herein.  In some jurisdictions, this publication may be considered attorney advertising.
Copyright © 2010 Olshan Grundman Frome Rosenzweig & Wolosky LLP.  All Rights Reserved.

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