Our Compensation Governance Practice

I want to shed some light on our typical compensation governance engagement.

The heart of our representation begins with the calendar of compensation committee meetings and the agenda for each meeting.

We work with HR, legal, finance, IR and the compensation consultant (and sometimes a proxy solicitor) before each meeting to prepare the materials for each agenda item, whether it’s CEO pay, director pay, a plan amendment or regulatory items, and then we have a pre-meeting with the compensation committee chair. 

The goal of all of this is to craft management proposals for the committee's review that work, reflect sound governance, are approved and will be well received by shareholders. 

Toward that end, we often prepare draft disclosures for each proposals so the committee will know in advance how their decisions will be received by shareholders.

The bottom  line is that instead of a non-reflective process that may result in time wasting fire drills, blame and failed proposals, clients have a coordinated, conscious intentional process that results in good meeting minutes and maximizes the effectiveness of their proxy's compensation discussion & analysis.