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Dodd-Frank Act

The Dodd–Frank Wall Street Reform and Consumer Protection Act is a US federal statute that was signed into law on July 21, 2010.  The Act is the most sweeping change to financial regulation in the United

States since the Great Depression, and represents a paradigm shift in the American financial regulatory environment affecting all Federal financial regulatory agencies and affecting almost every aspect of the nation's financial services industry.

The Act includes provisions applicable to public companies requiring defined “Say-on-Pay” votes and will have a significant impact on corporate governance and executive compensation practices for public companies.  The mandatory Say-on-Pay and Say-on-Frequency votes are required for all companies subject to the SEC’s proxy rules at a company’s first annual meeting taking place on or after January 21, 2011.  In addition, discretionary voting by brokers on all compensation issues has now been eliminated.  This could mean lower favorable votes on Say-on-Pay proposals, which used to be treated as routine items.

Full Text of the Dodd-Frank Act

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