Jim Barrall

James D. C. Barrall is a partner in the Los Angeles office of Latham & Watkins LLP and is the Global Co-Chair of the firm’s Benefits and Compensation Practice. Mr. Barrall specializes in executive compensation, corporate governance, employee benefits and compensation related disclosure and regulatory matters.
Mr. Barrall is regularly interviewed and quoted by such publications as the Wall Street Journal, The New York Times, Bloomberg BNA, Agenda, Compliance Week, and Corporate Secretary.
Mr. Barrall is a frequent author, contributing editor, and lecturer on executive compensation, corporate governance, disclosure, and other regulatory matters. He is a co-author of the chapter on extensions of credit to directors and officers in the American Bar Association’s Practitioner’s Guide to the Sarbanes-Oxley Act. He is a frequent author of Director Notes on various compensation and governance topics for The Conference Board and is a regular guest blogger on The Conference Board Governance Center Blog.
Mr. Barrall has lectured at the UCLA Law School, the UCLA Anderson School of Management, and the Aresty Institute of Executive Education at the Wharton School, University of Pennsylvania. Mr. Barrall is a member of the Board of Advisors of the UCLA School of Law and the Lowell Milken Institute for Business Law and Policy.

Posts by Jim Barrall

  • Director Compensation: Is This The Calma Before A Storm or Just a Summer Squall? A Handful of Forecasts (06.05.15 )

    In Calma v. Templeton, the Delaware Chancery Court recently denied a motion to dismiss a lawsuit brought by shareholders against Citrix Systems and its directors which alleged that Citrix’s directors had breached their fiduciary duties by paying the company’s non-employee directors excessive compensation from 2011 through 2013. In our Latham & Watkins Commentary, Director Compensation after Calma v. Templeton: Proactive Steps to Consider,. we analyze the Calma decision and describe steps that companies should consider taking in the wake of the decision.

  • Proxy Season 2014 Update: Proxy Vote Injunction Lawsuits (04.08.14 )

    By Jim Barrall, Partner, Latham & Watkins LLP Early last year, I wrote on the new wave of proxy injunction lawsuits and investigations which were aimed at enjoining shareholder votes on say-on-pay proposals and proposals to approve increases in shares authorized under company equity plans, alleging breaches of fiduciary duties by Boards of Directors and […]

  • The Importance of Commenting on the Proposed CEO Pay Ratio Rules (10.13.13 )

    By Jim Barrall, Partner, Latham & Watkins LLP In my last post on the SEC’s proposed CEO pay ratio rules, I recommended that companies determine the work they would need to do to comply with the rules and comment on them before the SEC’s current deadline of December 2. Although the U.S. Chamber of Commerce and other […]

  • The Five Most Important Things Companies Need to Know and Do About the SEC’s Proposed CEO Pay Ratio Rules (09.22.13 )

    By Jim Barrall, Partner, Latham & Watkins LLP Last Wednesday the SEC met and issued 162 pages of proposed rules and commentary under Section 953(b) of the Dodd Frank Act, which requires U.S. public companies to disclose the ratio of the total compensation of the their median compensated employee to that of their CEO. Here […]

  • Disclosure Lessons from the 2013 Proxy Season (08.29.13 )

    By Jim Barrall, Partner, Latham & Watkins LLP Ever since 2006 when the SEC adopted its CD&A and other enhanced executive compensation disclosure rules, proxy disclosures have evolved annually in response to changing pay plan designs, changing pay and governance practices, formal and informal pronouncements by the SEC staff, and pressures from the proxy advisory […]