Frederick D. Lipman, Steven E. Hall

Executive Compensation Best Practices (eBook, PDF)

• Format: PDF

Produktbeschreibung

Executive Compensation Best Practices demystifies the topic of executive compensation, with a hands-on guide providing comprehensive compensation guidance for all members of the board. Essential reading for board members, CEOs, and senior human resources leaders from companies of every size, this book is the most authoritative reference on executive compensation.

---

Dieser Download kann aus rechtlichen Gründen nur mit Rechnungsadresse in A, B, BG, CY, CZ, D, DK, EW, E, FIN, F, GR, HR, H, IRL, I, LT, L, LR, M, NL, PL, P, R, S, SLO, SK ausgeliefert werden.

Produktdetails

• Verlag: John Wiley & Sons
• Seitenzahl: 336
• Erscheinungstermin: 16. Juni 2008
• Englisch
• ISBN-13: 9780470283035
• Artikelnr.: 37291348

Autorenporträt

FREDERICK D. LIPMAN is a senior partner with the international law firm of Blank Rome LLP and also the President of the Association of Audit Committee Members, Inc., a nonprofit organization. He was a lecturer in the MBA program at the Wharton School of Business and at the University of Pennsylvania Law School. A graduate of Harvard Law School, he has more than forty years' experience in areas of corporate governance, M&As, private equity, and IPOs. Mr. Lipman is the author of ten other books including Audit Committees and Wiley's recent Corporate Governance Best Practices. He has appeared on television programs on CNBC, CNN, and Bloomberg as a national commentator on initial public offerings, venture capital, mergers and acquisitions, and stock options. He has been quoted in the Wall Street Journal and other publications and is located in the Philadelphia, Pennsylvania office of Blank Rome LLP. STEVEN E. HALL is founder and Managing Director of Steven Hall & Partners, a compensation consulting firm located in New York City. He has over thirty years of experience in rendering advice to organizations in both the public and private arenas on a broad array of topics, including executive compensation, board remuneration, and governance issues related to the compensation committee. Mr. Hall is also a member of the faculty of the National Association of Corporate Directors (NACD), where he teaches courses focused on the responsibilities of board members in the areas of executive compensation and corporate governance. He is a frequent author and speaker and has appeared as a commentator on CNBC, CNN, and other national networks. He has also been quoted in the New York Times, the Wall Street Journal, and other U.S. and international periodicals.

Inhaltsangabe

Chapter 1. Introduction. Should the CEO be Rewarded or Punished for Events
Beyond the CEO's Control? Warren E. Buffett on Executive Compensation. CEO
Compensation Theories. CEO Forced Exit Packages. Private Equity
Compensation. Entertainment and Sports Celebrities. Benefits of Good
Corporate Governance. Chapter 2. Motivating Executive Performance. Tying
Performance to the Strategic Plan. Unintended Consequences. Firm Expansion
and CEO Pay. Equity-Based Compensation. A New Role for CEOs. Minimum Equity
Ownership Requirements. Chapter 3. Peer Groups and Benchmarking. Adjusting
the Peer Group. Peer Groups for Different Levels of Executives.
Benchmarking. Lake Wobegon Effect. Benchmarking with Medians. Chapter 4.
Competing with Private Equity Funds. Chapter 5. Explaining Eexcutive
Compensation to Shareholders. Introduction. Reconstructing Executive
Compensation Disclosure for Shareholders. Satisfying Investor Expectations.
Chapter 6: Compensation Committee Ordinary Operations. SEC Action against
Tyson Foods. Earnings on Deferred Compensation. Practical Steps for
Compensation Committees. Other Best Practices. Chapter 7. Negotiating
Executive Employment and Severance Agreements. Negotiating With New CEO
Candidates. Negotiating With Existing CEOs. Best Practices Applicable to
New and Existing CEOs. Council of Institutional Investors. Gross-Up
Clauses. Retirement Arrangements. The Grasso Case. Section 409A of the
Internal Revenue Code. Best Practices in Negotiating Employment or
Severance Agreements. Chapter 8. Compensation Committe Structure and
Process. Creating Incentives for Good Corporate Governance. Disney
Litigation. Chapter 9. Equity Incentive Choices. Overview of Equity
Incentives for Key Employees. Dilution. Stock Option versus Stock
Appreciation Rights. Restricted Stock versus SARs or Phantom Appreciation
Plans. Phantom Plans. ISOs versus Non-ISOs. The Advantage of ISOs. Non-ISOs
with Tax Reimbursement. The Tax Benefit to the Company. Chapter 10. Option
Granting Practices. Option Granting Practices. The Council of Institutional
Investors. Equity Retention Practices. Chapter 11. Director Compensation.
Retainer and Differential Pay. Minimum Equity Requirements. Director
Compensation Procedure and Process. Shareholder Approval. Perquisites,
Repricing and Exchange Programs, Change in Control and Severance Payments.
Disgorgement. Chapter 12. Negotiating for the Executive. CEO Turnover. New
Candidates for CEO or Other Executive Positions. Employment Agreements with
Private Equity Buyers of CEO's Business. Chapter 13. Executive Compensation
and Section 409A of the Internal Revenue Code. Background. Plans That Do
Not Provide For the Deferral of Compensation. Nonqualified Deferred
Compensation Plan - Plans That Provide For Deferred Compensation. Special
Rule Applicable to Specified Employees. Change-in-Control Events. Change in
the Ownership of a Corporation. Change in the Effective Control of a
Corporation. Change in Ownership of a Substantial Portion of a
Corporation's Assets. Structuring the Payments upon an Event Payment
Trigger. Specified Time or Fixed Schedule. Equity-Based Compensation.
Section 409A Compliance. Appendix A. Compensation Committee Charter.
Appendix B. Corporate and Securities Update: SEC Adopts Sweeping Overhaul
of its Executive Compensation Disclosure Requirements (September 2006).
Appendix C. Employment Agreement. Appendix D. Public Company Equity
Incentive Plan. Appendix E. Search Terms Typically Required to be
Researched by Public Company in Option Backdating Investigations by the
Securities and Exchange Commission. Appendix F. What an Employee Should
Know about His or Her Stock Options.