On July 21, 2010, President Barack Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection Act. Pictured in the accompanying photo with the President at the signing, which took place at the Ronald Reagan Building in Washington, D.C., are members of Congress and the administration, including Sen. Chris Dodd (center) and Rep. Barney Frank (second from right), Vice President Joe Biden (left), and Speaker of the House Nancy Pelosi (second from left).
Dodd-Frank is predominantly focused on the regulation and oversight of financial institutions. However, certain corporate governance provisions within the legis-lation will have a broad impact on most public companies. The Conference Board Governance Center succinctly identified the key governance provisions of Dodd-Frank:
* Gives shareholders a periodic advisory vote on executive compensation and golden parachutes.
* Authorizes SEC adoption of "proxy access"--rules giving shareholders the ability to have their nominees included in the company proxy materials.
* Prohibits brokers from exercising discretionary voting in director elections and on executive compensation matters.
* Requires compensation committees to enhance independence criteria and requirements for independent...