In addition to sweeping financial institution reform, the Dodd-Frank Act imposes a number of significant changes on public reporting companies in the areas of executive compensation and corporate governance. Such companies have survived the first round of say-on-pay, but what is next? The SEC has begun to issue proposed rules on the "other" executive compensation requirements of Dodd-Frank—compensation committee independence tests; compensation adviser requirements; pay-for-performance disclosures; clawback policies and more, and expects to complete rulemaking by Dec. 2011. In this important program for corporate counsel, Mary J. Mullany, Esq., a partner in the law firm of Ballard Spahr LLP, summarizes these proposed rules and provides practical tips and suggestions for incorporating these pending requirements into your firm’s or company's practice.