Monday, April 04, 2011
[IWS] Baker & McKenzie: CLAWBACKS OF EQUITY COMPENSATION: INTERNATIONAL IMPLICATIONS [March 2011]
IWS Documented News Service
Institute for Workplace Studies----------------- Professor Samuel B. Bacharach
School of Industrial & Labor Relations-------- Director, Institute for Workplace Studies
16 East 34th Street, 4th floor---------------------- Stuart Basefsky
New York, NY 10016 -------------------------------Director, IWS News Bureau
Baker & McKenzie
International Implications of Clawbacks of Equity Compensation
Dodd–Frank Wall Street Reform and Consumer Protection Act Clawback Restrictions
Clawbacks linked to Non-Competition Restrictive Covenants
Clawbacks linked to Non-Solicitation Restrictive Covenants
Special Financial Institutions' Clawbacks or Forfeiture provisions
[full-text, 24 pages]
This Matrix is designed to provide an overview of the enforceability of and other legal issues related to clawback provisions in equity award agreements in 40 key countries, including (i) clawbacks adopted to comply with the Dodd–Frank Wall Street Reform and Consumer Protection Act, (ii) clawbacks imposed by legislation directed at financial breach of a non-competition or non-solicitation covenant, and (iii) clawbacks or forfeiture provisions that are required to be imposed by legislation directed at financial sector companies.
This Matrix should not be relied upon for specific legal advice and is not a substitute for obtaining such advice. It does not address any tax consequences that may occur as a result of the inclusion of clawback provisions in equity awards or the tax considerations where a clawback is enforced. Although every effort has been made to provide an accurate and up-to-date summary, non-U.S. laws applicable to clawbacks change frequently and are often unclear in their application to a company's equity grants. Also, specific plan features may affect particular legal results. Specifically, depending on the terms of the plan/grant, the legal consequences can vary greatly. Accordingly, reliance on this Matrix for answering specific legal questions is not advised. Instead, this Matrix should only be used as a guide to potential legal issues/consequences and you should seek additional information/advice from legal counsel.
This information is provided to subscribers, friends, faculty, students and alumni of the School of Industrial & Labor Relations (ILR). It is a service of the Institute for Workplace Studies (IWS) in New York City. Stuart Basefsky is responsible for the selection of the contents which is intended to keep researchers, companies, workers, and governments aware of the latest information related to ILR disciplines as it becomes available for the purposes of research, understanding and debate. The content does not reflect the opinions or positions of Cornell University, the School of Industrial & Labor Relations, or that of Mr. Basefsky and should not be construed as such. The service is unique in that it provides the original source documentation, via links, behind the news and research of the day. Use of the information provided is unrestricted. However, it is requested that users acknowledge that the information was found via the IWS Documented News Service.
Director, IWS News Bureau
Institute for Workplace Studies
16 E. 34th Street, 4th Floor
New York, NY 10016
Telephone: (607) 255-2703
Fax: (607) 255-9641