Shearman And Sterling

Compensation, Governance & ERISA, Columns

Oct 08, 2018

Clawback Policy Considerations Checklist

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Partner Doreen Lilienfeld, Global Head of the Governance & Advisory Group, and counsel Gillian Emmett Moldowan (both New York-Compensation, Governance & ERISA) co-authored an article titled “Clawback Policy Considerations Checklist” that was recently published on Lexis Practice Advisor. This checklist outlines considerations for companies contemplating the implementation of a compensation recoupment, or clawback, policy. Over the last decade, institutional shareholders and governance activists have increasingly focused on clawback provisions as a significant corporate governance and executive compensation issue. The requirement for companies to implement a clawback was a key component of the government’s Troubled Asset Relief Program coming out of the financial crisis, and the Dodd-Frank Act requires companies to maintain clawback policies (although implementation rules are still pending). Recent corporate scandals have highlighted the reputational and financial harm that can result from inappropriate actions by employees and failures in board oversight, shining a spotlight on the need for effective risk management. As a result, voluntary clawback policies, which act as a risk mitigator, have become more prevalent.

Read “Clawback Policy Considerations Checklist

Authors and Contributors

Doreen E. Lilienfeld

Partner

Compensation, Governance & ERISA

+1 212 848 7171

+1 212 848 7171

+1 650 838 3804

+1 650 838 3804

New York

Gillian Emmett Moldowan

Partner

Compensation, Governance & ERISA

+1 212 848 5356

+1 212 848 5356

New York