Introduction: On July 21, 2010, President Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”). In addition to changes affecting financial service companies, the Act includes a number of corporate governance and executive compensation provisions that apply to all publicly traded companies (subject to exemptions for smaller issuers). The Act requires the SEC to adopt rules implementing various provisions, and many of the new corporate governance and executive compensation requirements may be in effect for the 2011 proxy season. An important change from earlier versions of the Act is that it does not require public companies to adopt a majority voting standard for uncontested director elections.
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