The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu The leading online blog in the fields of corporate governance and financial regulation. Thu, 21 May 2026 20:45:50 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.8 https://corpgov.law.harvard.edu/wp-content/uploads/2024/02/cropped-photography-4-e1706898544564-1-32x32.png SEC Proposes CEO Pay Ratio Rule – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 SEC Proposes CEO Pay Ratio Rule https://corpgov.law.harvard.edu/2013/09/23/sec-proposes-ceo-pay-ratio-rule/?utm_source=rss&utm_medium=rss&utm_campaign=sec-proposes-ceo-pay-ratio-rule https://corpgov.law.harvard.edu/2013/09/23/sec-proposes-ceo-pay-ratio-rule/#comments Mon, 23 Sep 2013 13:19:02 +0000 http://blogs.law.harvard.edu/corpgov/?p=53094?d=20150106125513EST Posted by Noam Noked, co-editor, HLS Forum on Corporate Governance and Financial Regulation, on Monday, September 23, 2013
Editor's Note:

The following post comes to us from Sullivan & Cromwell LLP, and is based on a Sullivan & Cromwell publication by Glen T. Schleyer, Marc Trevino, and Jane Y. Wang.

On September 18, 2013, a divided SEC Commission proposed a requirement that U.S. public companies disclose:

  • the median of the annual total compensation of all employees of the issuer, except the issuer’s CEO (or the equivalent);
  • the annual total compensation of the issuer’s CEO (or the equivalent); and
  • the ratio of those two amounts.

The proposal was approved by a three-to-two vote and will not affect the 2014 proxy season. The specifics of the proposal have not yet been published, and Sullivan & Cromwell LLP will issue a more detailed memorandum after their publication. Comments will be due 60 days after publication of the proposal in the Federal Register, and the objecting Commissioners have specifically requested “detailed and data-heavy” comments regarding the expected cost of complying with the proposal and the potential harm of including the additional disclosure in proxy statements.

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