Planning for the 2015 Annual Meeting and Reporting Season

Skadden, Arps, Slate, Meagher & Flom LLP

Brian V. Breheny Marc S. Gerber Richard J. Grossman Regina Olshan Erica Schohn Joseph M. Yaffe Josh LaGrange

We have once again compiled an overview of the corporate governance, executive compensation and disclosure matters that companies should consider as they plan for the annual meeting and reporting season. The checklist is available here.

In a departure from recent years, there are no new Securities and Exchange Commission (SEC) rules that will specifically impact the season. However, we recommend several key areas of focus for companies to consider and address in order to be proactive. Not all items will apply equally to all companies; whether a particular item applies and how a company should address it will depend on, among other factors, the company’s business, shareholder base, and executive compensation plans and programs. We urge companies to consult with their advisers to make the most appropriate decisions on their corporate governance and executive compensation programs and related disclosures.