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Were The SEC’s Pay Ratio Rule Efforts Valiant?

James D.C. Barrall recently published a listing of ten consensuses on CEO pay ratio planning.  He begins with the following:

“More than seven years after the enactment of the Dodd-Frank Act, the CEO pay ratio rule is finally set to require approximately 3,500 U.S. companies to disclose their 2017 ratios of their CEOs’ pay to that of their median employees in their 2018 proxy statements.

Capping the SEC’s valiant efforts in its 2013 proposed and 2015 final rule to make a poor statute workable and relatively cost effective, on September 21 the SEC and its staff issued three pieces of very helpful interpretive guidance . . . .”

I’m not willing to concede that the SEC’s efforts were “valiant”.  Section 953(b) of the Dodd-Frank Act directed the SEC to adopt the pay ratio rule.  In adopting the rule, the SEC was simply doing its job.  It was a difficult chore, but there was nothing brave or courageous about it.  (Derived from the Latin verb, valere, “valiant” means to be brave or intrepid.

Some may wonder if “consensuses” is the proper plural form of “consensus”.  It is.  The reason is that it is derived from a Fourth Declension Latin noun.  See The Latin Lawyer – How To Write Like Cicero!

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About this Author

Keith Paul Bishop, Corporate Transactions Lawyer, finance securities attorney, Allen Matkins Law Firm
Partner

Keith Paul Bishop is a partner in Allen Matkins' Corporate and Securities practice group, and works out of the Orange County office. He represents clients in a wide range of corporate transactions, including public and private securities offerings of debt and equity, mergers and acquisitions, proxy contests and tender offers, corporate governance matters and federal and state securities laws (including the Sarbanes-Oxley Act of 2002 and the Dodd-Frank Act), investment adviser, financial services regulation, and California administrative law. He regularly advises clients...

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