Executive Compensation | by OCEG the Open Compliance and Ethics Group

Agency Guidances

FLSA, Fact Sheet #17H: Highly-Compensated Workers and the Part 541-Exemptions Under the Fair Labor Standards Act (Rev. 2008)

Federal Accounting Standards Board (FASB): Statement of Financial Accounting Standards No. 123, Revised 2004

Federal Accounting Standards Board (FASB): Summary of Statement No. 123 (revised 2004)

FASB, Summary of Statement No. 148 - Accounting for Stock-Based Compensation

FASB Staff Position, Guidance Document, No. FAS 123(R)-1

SEC Staff Accounting Bulletin No. 107

SEC, Chief Accountant Statement on FASB Statement No. 123

IRS Revenue Bulletins

IRS - Transition Relief Regarding the Application of Section 409A(b) to Nonqualified Deferred Compensation Plans, Notice 2006-33

IRS - Suspension of Employer and Payer Reporting and Wage Withholding Requirements With Respect to Deferrals of Compensation under § 409A for Calendar Year 2005; No Assertion of Penalties Against Service Providers in Certain Circumstances

Item 402 of Regulation S-K - Executive Compensation (February 12, 2007)

IRS Notice 2007-49, Covered Employees Under Section 162(m)(3) (June 18, 2007)

SEC Votes to Adopt Changes to Disclosure Requirements Concerning Exective Compensation and Related Matters (2006)

SEC, Staff Observations in the Review of Executive Compensation Disclosure, Executive Summary (2007)

Fact Sheet #17B: Exemption for Executive Employees Under the Fair Labor Standards Act (FLSA)

Federal Reserve, OCC, OTS, FDIC Issue Final Guidance on Incentive Compensation (June 21, 2010)

Final Guidance on Sound Incentive Compensation Policies (June 25, 2010)

Agency Web Sites

IRS Tax Code, Regulations and Official Guidance

SEC, Executive Pay Finder

FASB, Exposure Documents

SEC, Division of Corporation Finance: Frequently Requested Materials

Articles

SEC Feedback on Executive Compensation Disclosures: "Where's the Analysis?" (Deloitte, 2007)

Entities Must Measure and Record Changes in Their Additional Minimum Liability to Comprehensive Income Before Adopting FASB 158 (2006)

Final 409A Regulations: What You Need to Know and Do by Year End (June 28, 2007)

An Exclusive Report On Perks, Part I (Compliance Week, July 3, 2007)

Section 409A: Regulations Make It Essential To Review Executive Compensation Plans (2007)

IRS to define severance pay plan, substantial risk of forfeiture under Code Sec. 457 (August 7, 2007)

Doing the Heavy Lifting (2007)

Turning Up the Heat on Compensation (2007)

Final Regulations Governing Nonqualified Deferred Compensation Under Code Section 409A (May 2007)

IRS Notice 2007-86 Provides General Extension of §409A Transition Relief Through 2008 (2007)

SEC Targets Executive Compensation Disclosure (2007)

Executive Pay in Europe (2008)

Executive Compensation Outlook (2010)

Corporate Governance and Executive Compensation Provisions of the Dodd-Frank Act (July 2010)

Separation Pay Arrangements Under Section 409A (July 2010)

Dodd-Frank Act mandates new corporate governance and executive compensation requirements (July 2010)

Executive Compensation and the Wall Street Reform and Consumer Protection Act (Littler, July 2010)

Objectives Of The Dodd-Frank Act (November 2010)

SEC Issues Proposed Rules on Say-on-Pay Voting and Disclosures (2010)

SEC Adopts Rules for Say-on-Pay and Golden Parachute Compensation as Required Under Dodd-Frank Act (January 2011)

Books / Publications

Plan Advisor Magazine

Forms

IRS Form 2006 1099-MISC

IRS Form 1099-R (2007)

National Laws

American Jobs Creation Act of 2004 (AJCA), Public Law 108-357, 118 Stat. 1634

Title 26 U.S. Code § 423, Employee stock purchase plans

Title 26 U.S. Code § 409, Qualifications for tax credit employee stock ownership plans

Title 26 U.S. Code § 415, Limitations on benefits and contribution under qualified plans

Title 26 U.S. Code § 401 et seq. (Relevant portions of the Internal Revenue Code as codified)

Sarbanes-Oxley Act of 2002, Public Law 107-204

Sarbanes-Oxley Act of 2002, Public Law 107-204

Brief Summary of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010

Dodd-Frank Wall Street Reform and Consumer Protection Act, Public Law 111-203, H.R. 4173 (111th Congress, 2010)

National Regulations

SEC, Regulation S-X, Title 17 CFR Part 210

SEC - Final Rule: Amendment to Rule 4-01(a) of Regulation S-X Regarding the Compliance Date for Statement of Financial Accounting Standards No. 123 (Revised 2004), Share-Based Payment

IRS - Notice of Proposed Rulemaking and Notice of Public Hearing Application of Section 409A to Nonqualified Deferred Compensation Plans

IRS - 26 CFR Part 1, Application of Section 409A to Nonqualified Deferred Compensation Plans; Proposed Rule

SEC, Regulation S-K: Standard Instructions for Filing Forms

SEC, Interim Final Rules: Executive Compensation Disclosure

IRS, Notice of Additional 2008 Transition Relief under Section 409A (October 23, 2007)

SEC, Final Rule - Disclosure Required by Sections 406 and 407 of the Sarbanes-Oxley Act of 2002

SEC, Proposed Rule: Shareholder Approval of Executive Compensation and Golden Parachute Compensation (2010)

SEC, Shareholder Approval of Executive Compensation and Golden Parachute Compensation (Final Rule, 2011)

Incentive-Based Compensation Arrangements, Proposed Rule (April 14, 2011)

Other

FASB Board Meeting Minutes on Proposed FSB FAS 123(R)

Speech by SEC Chairman: Chairman's Opening Statement; Proposed Revisions to the Executive Compensation and Related Party Disclosure Rules (January 17, 2006)

Research / Studies

Present Law and Background Relating to Executive Compensation (2002)

Executive Stock Options: Should the IRS and Stockholders Be Given Different Information? (Senate Hearing, 2007)

Standards and Guidelines

U.S. Employment/Labor: Executive Compensation Domain Supplement

White Papers

White Paper: Executive Compensation Committee Practices (Ernst & Young)

Serial CEOs' Incentives and the Shape of Managerial Contracts (2007)

Executive Compensation Reform and the Limits of Tax Policy (2004)

CEO Compensation and Board Structure (2008, Rev. 2010)

CEO Compensation (April 2010, Rev. Nov. 2010)