Ed Hauder participated in panel discussions concerning executive compensation and institutional shareholder developments and policies at the Practising Law Institute's 14th Annual Preparation of Annual Disclosure Documents seminar in Chicago, IL (December 14, 2009).
Ed Hauder presented Tips, Tricks and RiskMetrics' Policy Updates relevant to equity compensation plan proposals to the Chicago chapter of the National Association of Stock Plan Professionals (NASPP).
Ed Hauder with Susan Daley of Perkins Coie, Allison McBride of International Paper, and Reid Pearson of The Altman Group, presented Top Tips to Ensure Shareholder Approval of Your Stock Plans at the National Association of Stock Plan Professionals' 2009 Annual Conference in San Francisco, CA.
Ed Hauder participated in a panel discussion at the ABA Tax Section Fall 2009 Meeting in Chicago, IL with Susan Daley of Perkins Coie, Pat McGurn of RiskMetrics Group, and Gail Stewart of Baker Botts of current executive compensation issues under federal securities laws and related developments.
This Client Briefing examines some unintended consequences that can occur when companies adopt changes to their severance and long-term equity programs. Specifically, the Client Briefing looks at the interaction of several design changes that have been touted by activist shareholders as reflecting good corporate governance, and implications for the underlying purposes of these programs.
Download Client Briefing (PDF) On July 10, 2009, the Securities and Exchange Commission released new proposed rules regarding proxy disclosure and solicitation. This Client Alert summarizes the proposed rules impacting compensation disclosures.
Download Client Alert (PDF) Ed Hauder co-presented the National Association of Stock Plan Professionals' webcast, Bankruptcy 101 for Compensation Professionals, along with Siri Pannell, former Manager of Stock Plan Operations for Washington Mutual, Inc. and David Zazove of Perkins Coie.
Ed Hauder participated in the panel discussion, Market Instability: More Than Just Underwater Stock Options, at the National Association of Stock Plan Professionals' Silicon Valley chapter's conference.
This Quick-Take Survey on 2009 Long-Term Incentive Grant Practices summarizes the responses Exequity received during a one week period, from January 27, 2009 through February 3, 2009. The Survey finds that 2009 LTI grant values are likely to decline more than 10% overall, with companies that actually change their grant values doing so by decreasing their grant values by more than 20% at median. That being said, a number of companies had not yet secured Compensation Committee/Board approval for their 2009 equity grants, and those companies were anticipating a decrease of more than 30% at median. So the continuing trend is likely to be downward.
Download Study (PDF) Ed Hauder spoke at PLI's Preparation of Annual Disclosure Documents 2009 seminar held in Chicago January 12 and 13, 2009 on the topics of Executive Compensation and Shareholder Proposal and Corporate Governance, including information about the changes to RiskMetrics Group's policies for 2009.
Download Presentation (PDF) Julie Connelly, Corporate Board Member, January/February 2009. Jeff Hyman is quoted in this article on CEO pay regarding how a company's pay system can be used to communicate to executives that they are valued.
Link to Article This Client Alert highlights the compensation-related policy changes RiskMetrics (formerly Institutional Shareholder Services or ISS) is proposing for 2009. These changes include the method RiskMetrics uses to create peer groups, practices it identifies as poor pay practices, the methods it uses in assessing whether there has been a disconnect between pay and performance, and corporate social responsibility compensation-related proposals. The deadline for submitting comments to RiskMetrics on these proposed policies is October 31.
Download Client Alert (PDF) This Client Briefing includes a checklist of executive compensation issues to consider as you prepare your 2009 proxy. This includes a set of questions to consider as you assemble your CD&A, including references to SEC guidance and best practices.
Download Client Briefing (PDF) On May 23, 2008, Lynn Joy presented "The New ROX Index" which took a look at a new way to analyze the relationship between compensation and performance.
Download Presentation (PDF) Exequity consultants presented at the 2008 WorldatWork Total Rewards Conference held in Philadelphia, PA. On May 21, 2008, Edward Hauder presented with Anil Agarwal from The Home Depot Inc., "Through the Looking Glass: Proxy Disclosures - How to Avoid the Challenges."
Download Presentation (PDF) This Client Alert examines the new executive compensation bill introduced on behalf of Senator Clinton on April 15, 2008. The bill includes provisions which would place a $1 million limit on deferred compensation, require a shareholder vote on executive compensation and golden parachutes, modify the Sarbanes-Oxley Act's clawback provision,and require additional disclosures on executive compensation by federal contractors.
Download Client Alert (PDF) Greg Farrell, USA Today, April 10, 2007. Ross Zimmerman is quoted regarding the practice of CEOs being paid only $1 a year as salary, generally with a larger, long-term equity incentive opportunity.
Link to Article This PULSE Study looks at the readability of Compensation Discussion and Analysis sections (CD&As) filed under the new proxy disclosure rules for selected large, mid and small cap companies. This PULSE Study also includes readability scores for documents for comparison purposes, including Warren Buffet's 2007 Letter to Shareholders, The Declaration of Independence, the U.S. Constitution and Dr. Seuss's Green Eggs and Ham. Overall, none of the CD&As analyzed met the readability targets discussed by SEC Chairman Christopher Cox in his March 23, 2007 speech (but then, neither did the proxy rules as our analysis shows).
Transition Relief Issued for the Deductibility of Your Company's Performance-Based Compensation2/22/2008
This Client Alert looks at Revenue Ruling 2008-13 which the IRS issued February 21, 2008. The Revenue Ruling reaffirms the holdings of Private Letter Ruling 200804004, ensures those holdings will have broad application, and allows for the prospective application of its holdings.
Download Client Alert (PDF) This Client Alert looks at a recent IRS Private Letter Ruling that denied a company's ability to exempt performance-based compensation from Section 162(m)'s $1 million limit when it could be paid in full at target as a result of an employment contract's termination provisions.
*And Your Executives Might Not Be Able to Defer It. Download Client Alert (PDF) |
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