(a) Listing standardsThe Commission shall, by rule, direct the national securities exchanges and national securities associations to prohibit the listing of any security of an issuer that does not comply with the requirements of this section.
(b) Recovery of fundsThe rules of the Commission under subsection (a) shall require each issuer to develop and implement a policy providing—(1) for disclosure of the policy of the issuer on incentive-based compensation that is based on financial information required to be reported under the securities laws; and
(2) that, in the event that the issuer is required to prepare an accounting restatement due to the material noncompliance of the issuer with any financial reporting requirement under the securities laws, the issuer will recover from any current or former executive officer of the issuer who received incentive-based compensation (including stock options awarded as compensation) during the 3-year period preceding the date on which the issuer is required to prepare an accounting restatement, based on the erroneous data, in 11 So in original. Probably should be “compensation in”. excess of what would have been paid to the executive officer under the accounting restatement.
Structure US Code
CHAPTER 2B— SECURITIES EXCHANGES
§ 78b. Necessity for regulation
§ 78c. Definitions and application
§ 78c–2. Securities-related derivatives
§ 78c–3. Clearing for security-based swaps
§ 78c–4. Security-based swap execution facilities
§ 78c–5. Segregation of assets held as collateral in security-based swap transactions
§ 78d. Securities and Exchange Commission
§ 78d–1. Delegation of functions by Commission
§ 78d–2. Transfer of functions with respect to assignment of personnel to chairman
§ 78d–3. Appearance and practice before the Commission
§ 78d–4. Additional duties of Inspector General
§ 78d–6. Report and certification of internal supervisory controls
§ 78d–7. Triennial report on personnel management
§ 78d–8. Annual financial controls audit
§ 78d–9. Report on oversight of national securities associations
§ 78e. Transactions on unregistered exchanges
§ 78f. National securities exchanges
§ 78h. Restrictions on borrowing and lending by members, brokers, and dealers
§ 78i. Manipulation of security prices
§ 78j. Manipulative and deceptive devices
§ 78j–3. Compensation committees
§ 78j–4. Recovery of erroneously awarded compensation policy
§ 78k. Trading by members of exchanges, brokers, and dealers
§ 78k–1. National market system for securities; securities information processors
§ 78l. Registration requirements for securities
§ 78l–1. Applications for unlisted trading privileges deemed filed under
§ 78m. Periodical and other reports
§ 78m–1. Reporting and recordkeeping for certain security-based swaps
§ 78m–2. Reporting requirements regarding coal or other mine safety
§ 78n–1. Shareholder approval of executive compensation
§ 78o. Registration and regulation of brokers and dealers
§ 78o–1. Brokers deemed to be registered
§ 78o–2. Liabilities arising prior to amendment unaffected
§ 78o–3. Registered securities associations
§ 78o–4a. Commission Office of Municipal Securities
§ 78o–5. Government securities brokers and dealers
§ 78o–6. Securities analysts and research reports
§ 78o–7. Registration of nationally recognized statistical rating organizations
§ 78o–8. Universal ratings symbols
§ 78o–9. Study and rulemaking on assigned credit ratings
§ 78o–11. Credit risk retention
§ 78p. Directors, officers, and principal stockholders
§ 78q–1. National system for clearance and settlement of securities transactions
§ 78q–2. Automated quotation systems for penny stocks
§ 78r. Liability for misleading statements
§ 78s. Registration, responsibilities, and oversight of self-regulatory organizations
§ 78t. Liability of controlling persons and persons who aid and abet violations
§ 78t–1. Liability to contemporaneous traders for insider trading
§ 78u. Investigations and actions
§ 78u–1. Civil penalties for insider trading
§ 78u–2. Civil remedies in administrative proceedings
§ 78u–3. Cease-and-desist proceedings
§ 78u–4. Private securities litigation
§ 78u–5. Application of safe harbor for forward-looking statements
§ 78u–6. Securities whistleblower incentives and protection
§ 78u–7. Implementation and transition provisions for whistleblower protection
§ 78w. Rules, regulations, and orders; annual reports
§ 78x. Public availability of information
§ 78y. Court review of orders and rules
§ 78z. Unlawful representations
§ 78aa. Jurisdiction of offenses and suits
§ 78aa–1. Special provision relating to statute of limitations on private causes of action
§ 78bb. Effect on existing law
§ 78dd. Foreign securities exchanges
§ 78dd–1. Prohibited foreign trade practices by issuers
§ 78dd–2. Prohibited foreign trade practices by domestic concerns
§ 78dd–3. Prohibited foreign trade practices by persons other than issuers or domestic concerns
§ 78hh–1. Effective date of certain sections
§ 78kk. Authorization of appropriations
§ 78ll. Requirements for the EDGAR system
§ 78mm. General exemptive authority
§ 78nn. Tennessee Valley Authority
§ 78pp. Investor Advisory Committee