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"This program, has been approved for 1.5 (General ) recertification credit hours toward PHR, SPHR and GPHR recertification through the HR Certification Institute. Please be sure to note the program ID number on your recertification application form. For more information about certification or recertification, please visit the HR Certification Institute website at www.hrci.org."

Overview: This HR compliance training will focus on the increasingly critical area of complicated of compensation clawback. It will focus on evolving best practices in the design and drafting of compensation clawback provisions. The Sarbanes-Oxley Act of 2002 introduced the requirement of compensation clawbacks into law. Following the financial crisis of 2008-2009, many corporations began to develop and implement compensation clawback policies as part of their efforts to improve corporate governance. The Dodd-Frank Wall Street Reform and Consumer Protection Act includes a provision that will require every publicly traded company in America to adopt compensation clawback policy.

Why should you attend: This HR compliance training will discuss the history and development of compensation clawback policies and the current legal requirements on compensation clawbacks. Section 954 of the Dodd-Frank Act adds new Section 10D, entitled "Recovery of Erroneously Awarded Compensation Policy," to the Securities and Exchange Act of 1934. HR professional must understand this law and react to it.

In the next six months, the U.S. Securities and Exchange Commission will likely issue regulations under Dodd-Frank Act Section 954, and the national securities exchanges, i.e., NYSE and NASDAQ, will require every publicly traded company in America to adopt compensation clawback policy the listing of any security of an issuer that does not develop and implement a clawback policy. The Dodd-Frank Act also requires companies to disclose the compensation clawback policy they adopt in their proxy statement.

Areas Covered in the Session:

• Understanding the compensation clawback provisions of the Dodd-Frank Act Section 954
• Contrasting the compensation clawback provisions of the Dodd-Frank Act with those of the Sarbanes-Oxley Act of 2002
• Changes required to compensation plans, programs and agreements
• Learning the evolving best practices in corporate governance as to compensation clawback provisions.
• The Dodd-Frank Act also requires companies to disclose the compensation clawback policy they adopt in their proxy statement.
• Recognizing the dozens of other legal and practical issues in designing and enforcing a compensation clawback policy
• Tax issues raised by the enforcement of compensation clawbacks

Who Will Benefit:

• Human Resources and Executive Compensation Professionals
• Internal and external legal counsel
• Public company executives and directors
• Tax and accounting professionals working with compensation