Senate Passes Financial Stability Bill Calling for SEC Proxy Access Authority and Other Governance and Executive Compensation Reforms

(May 24, 2010, Weil Briefing)

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On Thursday, May 20, 2010, the Senate passed The Restoring American Financial Stability Act of 2010 (the "Dodd Bill"), which was introduced by Senator Christopher J. Dodd in March 2010. The Dodd Bill contains a number of corporate governance and executive compensation provisions on "hot topics" such as shareholder "say on pay," majority voting, independent compensation committees and SEC authority with respect to proxy access. The attached Weil Briefing summarizes these provisions in the Dodd Bill and compares them to the bill passed by the House in December 2009 (the "Frank Bill"). The Dodd Bill must now be reconciled with the Frank Bill. Senator Dodd and Representative Barney Frank, who will lead the reconciliation effort, have been reported as saying that they are confident that a final bill could be ready for signature by President Barack Obama by the July 4 weekend.