NYSE and NASDAQ Compensation Committee Proposals

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Securities Lawyer 101 Blog

On January 17, 2013, the Securities and Exchange Commission (the “SEC”) approved proposals by the New York Stock Exchange (“NYSE”) and the NASDAQ Stock Market (“NASDAQ”) regarding compensation committee and compensation adviser independence, as required by the new SEC rules issued under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd Frank Act”).

Deadlines for Expansion of Compensation Committees’ Authority for NYSE & NASDAQ

Before July 1, 2013, NYSE and NASDAQ. listed public companies must expand their compensation committees’ authority with respect to the oversight of compensation consultants, outside legal counsel and other advisers.

Effective July 1, 2013, compensation committees for NYSE and NASDAQ listed public companies may not select or receive advice from an adviser until after they have conducted an independence assessment.

NYSE and NASDAQ Deadlines for Committee Charters

In the case of public companies that are listed on the NYSE, the compensation committee charter must include the additional responsibilities prior to July 1, 2013. For NASDAQ listed public companies, the compensation committee must have the expanded authority by July 1, 2013. For both NASDAQ and NYSE listed public companies,  the new independence requirement for compensation committee members will not take effect until the 2014 annual meeting of shareholders..

More information concerning the listing standards for NASDAQ and NYSE can be found at:


The final NASDAQ and NYSE listing standards are available on the SEC website at http://www.sec.gov/rules/sro.shtml.

For further information about this securities law blog post, please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real S, Suite 202 N, Boca Raton, Florida, (561) 416-8956, by email at [email protected] or visit  www.securitieslawyer101.com.   This securities law blog post is provided as a general informational service to clients and friends of Hamilton & Associates Law Group and should not be construed as, and does not constitute, legal advice on any specific matter, nor does this message create an attorney-client relationship. Please note that the prior results discussed herein do not guarantee similar outcomes.

Hamilton & Associates | Securities Lawyers
Brenda Hamilton, Securities Attorney
101 Plaza Real South, Suite 202 North
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855