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Executive Compensation, Trends, Executive Compensation Survey, Plans
Executive Compensation Introduction
Updated January 2011
The issues surrounding executive compensation – and especially CEO pay -- have been the topics of much discussion in Board Rooms, at Annual Shareholder Meetings and in the media, After a decade of intense debate, efforts to control executive compensation ((under Federal Law) took center stage when the U.S. Department of the Treasury issued interim final rules for reporting and recordkeeping requirements under the executive compensation standards of the Troubled Asset Relief Program (TARP) in January 2009. For the first time, the Federal government was taking a role in setting the compensation at private corporations. The actions resulted in an appointment of an Executive Compensation Czar within the Treasury Department to review compensation packages for companies receiving Federal assistance.
The effort did not stop here; further regulations are to follow with the enactment of the Dodd -Frank Financial Reform Legislation adopted in the Spring of 2010. This comprehensive package of “reforms” is now the focus of new regulations (that have to be developed implementing rules of the road). Unless the 112th Congress repeals parts of the law dealing with exec comp, the Federal government will have some kind of role in the issue. This has been welcomed by activist investors concerned about executive compensation policies and practices, especially at under-performing companies with outsized exec compensation.
In the worst cases, the focus of executive compensation packages has been upon corporate boards that are accused of being unrealistic, indifferent and in collusion with CEOs. What became the worst criticism was the revelation that too many agreements did not tie compensation with company performance.
“Say-on-Pay” became the rallying cry of shareholder groups and social and proxy activists as the hammer and anvil were hot and ready for hammering out reform. The Securities and Exchange Commission enacted rules for publicly-held companies to finally give a voice to shareholders through the proxy process on executive compensation. While the votes are not binding, they do serve to create an atmosphere of greater transparency and accountability of corporate boards to their shareholders.
Still the debate over the rules goes on; matters related to CEO compensation will continue to be the focus of this section. Whether you are located in the “C” suite or are a Corporate Secretary, Board Member, Investor Relations professional, shareholder or activist, Hot Topics Executive Compensation should be a daily stop for news, commentary and research.
Note: The Editors form no judgment about the level of pay and specific compensation of Chief Executive Officers and others in the “C” Suite. The purpose of this section is to fully air the issues surrounding exec compensation issues at shareholder-owned companies.
How much should a CEO or the top executive officers of a publicly-owned corporation be paid? What is a “fair” compensation? Especially when corporations are laying off thousands of workers and outsourcing work to distant lands? When the middle class is under attack – see CNN Lou Dobbs’ commentary on this? The issue of exec comp has become a burning question with an array of forces on all sides of the issue. When the stock market is doing well and “all boats are rising,” the issue is not as much in focus as when companies (or a single firm) is underperforming and the executive compensation is seemingly out of whack. Out of control. Disproportionate to performance. Unrelated to reality. And other battle cries by investor activists, public officials, journalists, advocate organizations, etc.
Consider the case of Home Depot, where the share price fell as the CEO’s pay package rose. Saying goodbye to the CEO, Mr. Nardelli, cost HD more than $200 million. Consider the exiting of the Wonderful Wizards of Wall Street, and their departure comp packages – totaling in the hundreds of millions’ of dollars – as the wreckage they’ve left behind (in the form of sub prime disaster loan portfolios) causes real pain on Wall Street, and on Main Street. We still don’t know the damage they caused with their financial wizardry – but the carnage is felt when home foreclosure rates increase dramatically, as they have over the past year.
So – what is a fair price for the Top Man (and a tiny handful of Top Women)? You’ll find news, commentary, research and other useful content here in this Hot Topic subsection of Accountability Central, as well as in various content sections and subsections. (See Corporate Governance, Shareowner Activism, Socially Responsible Investment, and other silos.)
Consider this as you formulate your own positions on the pay issues:
Enough highlights and commentary – we invite you to follow the often-heated discussions and public debate on executive compensation here in the pages of Accountability Central.
“…People will be accountable and responsible…”
President Barack Obama – on CEO Comp – February 4, 2009
Latest on Executive Compensation
The Motley Fool - Deep pockets to fill In its recent survey "The 100 Most Overpaid CEOs," shareholder activist group îAs You Sowî sought to quantify the disparity of compensation practices at companies in the S&P...
The National Catholic Reporter - Others, like Crosby, take a moral approach. As director of the Wisconsin/Iowa/Minnesota Coalition for Responsible Investment, a branch of the îInterfaith Center on Corporate...
March 13, 2015 Here's How To Fix The CEO Pay ProblemSource: Washington Post
We’re doing CEO pay wrong. Incentive pay -- compensation based on verifiable performance measures like stock price -- is on the rise. It’s supposed to help align executives’ interests with those of shareholders. Instead, it leads...
March 13, 2015 Coke CEO gets $18.1M after company fails to meet targetsSource: Sun Herald
NEW YORK -- Coca-Cola CEO Muhtar Kent was given a pay package worth $18.1 million last year after the world's biggest beverage company failed to meet its own growth targets. Read more here:...
March 9, 2015 Independent Sector Should Stop Pushing Self-RegulationSource: Huff Post
Last month Independent Sector, the coalition of big foundations and nonprofits, held a major event on Capitol Hill calling attention to newly updated guidelines on accountability it hopes every nonprofit will follow.
That there is a difference between pay for men and pay for women is true. And it’s also true that we’d like to work out why this is happening. Only once we know what is happening and why can we then try to make policy decisions...
February 27, 2015 Investor Seeks to Link Exec Pay to Worker EngagementSource: CFO Magazine
Connecticut’s state pension fund leader has proposed linking a portion of Wal-Mart Stores’ executive compensation to a measure of “employee engagement,” Reuters reports.
Source: Chronicle of Philanthropy
In a continued effort to self-regulate, Independent Sector, a membership organization of nonprofits, today released a set of 33 principles for charities to follow when their members meet in the boardroom, solicit donors, manage...
February 23, 2015 Oil firm CEOs likely to avoid big hit to compensation, for now
Oil and Gas News - â2014 is going to look like a pretty good year for most,â said Mike Halloran, senior partner and executive compensation specialist at the Dallas office of îconsultingî firm...
February 19, 2015 The S&P 500's '100 most overpaid CEOs'
The National Catholic Reporter - The report was released late last week by the corporate responsibility nonprofit îAs You Sowî. It states that "CEO pay grew an astounding 937% over the past 35 years" and that "the...
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