The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 weighs in at a robust 2,300 pages in length, and likely two or three that amount of printed or on-screen pages of coverage and analysis have been devoted to its provisions. A fraction of those pages of coverage and analysis have been devoted to the law’s provisions that relate to the corporate governance of all U.S. public companies. But these provisions, which increase shareholder participation and expand disclosure requirements, may have more immediate impact on free enterprise and economic conduct than any other part of the law.
This morning, Washington Legal Foundation broadcast its latest Web Seminar program, The 2011 Public Company Proxy Season: The Playing Field after Dodd-Frank and Strategies to Manage More Active Shareholders, featuring two Weil, Gotshal & Manges LLP partners, Holly J. Gregory and Catherine T. Dixon (both pictured above). The on-demand video of the seminar can be accessed here. The set of slides Ms. Gregory and Ms. Dixon devised for their presentations are here.
The timing of the Web Seminar was rather fortuitous, since just yesterday the Securities and Exchange Commission issued proposed rules on two critical Dodd-Frank shareholder access provisions: the non-binding “say-on-pay” shareholder vote on executive compensation and the advisory vote on compensation arrangements arising out of merger transactions, a.k.a. ”golden parachute” arrangements. The deadline for submitting comments on those proposals is November 18. Ms. Dixon devoted some of her presentation to the details of these proposals.