SEC Compensation Disclosure Rule Effective Dec. 15
A Live, Interactive Teleconference with Q&A Session
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Backdating of stock option grants has quickly arisen as the hottest area of concern for corporations, their boards and senior officers. On July 26, the SEC unanimously approved sweeping new rules for disclosures required on executive compensation, including the full value of options granted.
Recent studies estimate that some 2,000 corporations have used backdated stock options to enhance executive pay. The SEC and Department of Justice are involved in at least 60 active investigations of corporations' backdating stock options to potentially increase executive compensation.
While the backdating of option grants does not necessarily involve illegal or improper conduct, in the current post-Sarbanes-Oxley era, corporations should review their policies and practices with respect to the awarding of stock-option grants. The practice is being questioned in shareholder class and derivative class actions and may raise serious tax and accounting consequences as well.
Listen and participate from your office as our authoritative panelists examine the ramifications of backdating stock options, what to do -- and not do -- if questions arise and what companies can do to minimize their legal risks.
Susan J. Daley, Partner, Perkins Coie, Chicago, focuses on securities, executive compensation and employee benefits. She has lectured on stock option plan fundamentals and is president of the Chicago chapter of the National Association of Stock Plan Professionals.
Michael J. Missal, Partner, Kirkpatrick & Lockhart Nicholson Graham, Washington, DC, concentrates on securities enforcement matters, internal investigations, and securities litigations and arbitrations. He formerly served as Senior Counsel in the SEC's Division of Enforcement. He was lead counsel to the Examiner in the WorldCom bankruptcy proceeding and lead counsel to the CBS Independent Review Panel investigating 60 Minutes' segment on the President's National Guard Service.
Richard E. Wood, Partner, Kirkpatrick & Lockhart Nicholson Graham, Pittsburgh, focuses on executive compensation, including the corporate governance, tax, ERISA and federal securities law aspects of executive compensation programs. He has designed stock compensation plans and deferred compensation plans for a variety of companies and has extensive experience with leveraged buyouts and other transactions involving employee stock ownership plans.
The panelists will address these and other key questions:
- What stock-option backdating practices trigger SEC or DOJ scrutiny – and can it be utilized within the law?
- What are the potential legal risks facing companies using stock-option backdating – and how can companies anticipate and take corrective or mitigating action before problems arise?
- How can you counsel your client or company to prepare if it is likely to be investigated for suspicion of improper stock-option backdating?
Plus, you’ll have an opportunity to get answers to your specific questions during the interactive Q&A session following the speaker presentations.
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REGISTRATION FEES
Price covers an unlimited number of staff at your office location.
TELECONFERENCE CD
Can't participate on August 23rd? Purchase a CD-ROM of the full conference proceedings (available 10 days after the program).
CONTINUING LEGAL EDUCATION
CLE credit is available for an additional $65 per person in states where teleconferences are accredited. RELATED NEWSLETTERS AND PRODUCTS:
CLE is not available for DE, KS, IN, OH, and PA.
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