The SEC has proposed a new rule (Rule 10D-1) and rule amendments that would require national securities exchanges and national securities associations to establish listing standards requiring each issuer listed on its exchange to develop and implement a policy that provides for the recovery of incentive-based compensation that was erroneously awarded to its officers (a “clawback” policy). Issuers would also be required to file the policy to the SEC as an exhibit to its annual report and to include additional disclosures within both their annual report and their proxy statements regarding clawback actions taken by the company.