The SEC's Final "Say": SEC Adopts Final Say on Pay and Related Shareholder Advisory Vote Regulations

On January 25, 2011, the SEC adopted final regulations implementing the Say on Pay, Say When on Pay and Say on Golden Parachute advisory votes required by the Dodd-Frank Act. The final regulations in large part adopt the SEC’s proposed rules issued on October 28, 2010, with some important changes and clarifications. The memorandum provides a summary of the final rules, highlights the key changes from the proposed regulations, and details some of the issues companies may face as they work to implement the new requirements.