Download The Compensation Committee Handbook by Stewart Reifler, Laura G. Thatcher, Philip R. Lochner PDF

By Stewart Reifler, Laura G. Thatcher, Philip R. Lochner (Foreword by) James F. Reda

NEW AND up-to-date info at the legislation AND rules AFFECTINGEXECUTIVE COMPENSATIONNow in a completely up to date 3rd version, repayment Committee guide offers a entire evaluation of the complicated concerns dealing with repayment committees within the wake of Sarbanes-Oxley. This new and up-to-date version addresses a whole variety of practical matters dealing with repayment committees, together with organizing, making plans, and most sensible practices tips.As the obligations of the reimbursement committee proceed to extend, the necessity for useful and entire fabric has turn into much more central. whole with compliance suggestion at the most modern principles and laws that experience built because the book of the final variation, reimbursement Committee instruction manual, 3rd version offers the main up to date and trustworthy info on:* the most recent laws impacting govt reimbursement, together with new laws issued by way of the SEC, lately revised GAAP accounting principles, and the just-finalized IRS laws impacting the taxation of inventory concepts* the jobs and duties of the repayment committee, together with most sensible perform assistance and strategies* picking out and coaching repayment committee contributors* the way to make reimbursement committees a functionality motive force for a corporation* functional functions, together with incentive reimbursement and equity-based compensationCompensation Committee guide, 3rd version might help all reimbursement committee participants and pros achieve melding hugely complicated technical details and ideas with either company governance rules and sound enterprise judgment.

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The Compensation Committee Handbook

NEW AND up to date details at the legislation AND rules AFFECTINGEXECUTIVE COMPENSATIONNow in a completely up to date 3rd version, repayment Committee instruction manual presents a complete overview of the complicated matters dealing with repayment committees within the wake of Sarbanes-Oxley. This new and up to date variation addresses an entire diversity of practical matters dealing with repayment committees, together with organizing, making plans, and top practices assistance.

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COMPETITORS Directors or officers of current or potential competitors generally do not make ideal candidates because of their inherent conflict of interest. This is another reason to seek directors from other industries so as to take advantage of their fresh perspectives and new insights, rather than an affirmation of what management already knows. Often, the best place to find such insight is from directors with backgrounds in different industries facing analogous challenges and problems. CONSULTANTS Paid advisors are not usually good candidates for board service.

The committee must keep sight of the estimated aggregate cost of all such CIC protections, including tax gross-ups and lost deductions, under various circumstances. Because circumstances change and compensation programs can dramatically affect the cost of CIC arrangements in not-so-obvious ways, this exercise should be undertaken on a regular basis to guard against surprises if and when an actual CIC situation arises. In assessing the potential cost, the committee should consider that aggregate CIC payments of 1 percent to 3 percent of the transaction amount are generally within standard practice, at least with respect to large public companies.

Only when the committee has its arms around all aspects of each program can it make informed and appropriate decisions in implementing (and perhaps restructuring) the overall compensation strategy. Regularly review and quantify the impact of termination and change-in-control provisions in all compensation plans and programs. Change-in-control (CIC) arrangements have become quite commonplace for senior executives at many public companies. At some companies, CIC agreements or policies extend protections deeper into employee ranks, and in some cases, cover all employees.

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