This Second Edition provides a comprehensive review of the issues facing compensation committees and covers functional issues such as organising, planning, and best practice tips. Compliance advice on the implications of Sarbanes-Oxley and other regulations is addressed along with new requirements on disclosures of financial transactions involving management and principal stockholders.
Autorentext
JAMES F. REDA is President of James F. Reda and Associates. His areas of specialization are board of directors issues, corporate governance, senior executive employment arrangements, change-in-control metrics, business combinations, and long-term incentive arrangements for both public and private companies.
STEWART REIFLER is a shareholder at Vedder, Price, Kaufman & Kammholz, P.C., and heads the firm's executive compensation practice in New York City. He negotiates and structures executive and director compensation arrangements for both companies and executives.
LAURA G. THATCHER is a partner with Alston & Bird LLP in Atlanta, Georgia and heads its executive compensation practice. With a background in securities and business law, she developed executive compensation as a separate specialty area of the firm's tax practice in 1995 and now works exclusively in that area. Her practice includes working with public and private companies on the design and implementation of compensation programs, executive employment severance arrangements, change-in-control analysis, securities compliance, insider trading, public disclosure, and corporate governance issues.
Klappentext
Comprehensive guidance on executive compensation strategies and practices
This Second Edition offers a single-source guidebook to the latest key executive compensation strategies and practices. This new and updated edition of the Compensation Committee Handbook addresses a full range of functional issues facing compensation committees, including organizing, planning, and best practices tips.
Complete with compliance advice on the implications of Sarbanes-Oxley and other regulations, this authoritative guide provides compensation committee members, board directors, CEOs, CFOs, HR executives, and auditors with reliable information on:
- New requirements on disclosures of financial transactions involving management and principal stockholders
- The roles and responsibilities of the compensation committee
- Developing compensation committees to act as a performance driver for a company
- And much more!
Inhalt
Foreword.
Preface.
Acknowledgments.
About the Authors.
PART ONE: THE 21ST CENTURY COMPENSATION COMMITTEE.
Chapter 1: The Compensation Committee.
Chapter 2: Selecting and Training Compensation Committee Members.
Chapter 3: CEO Succession and Evaluation.
Chapter 4: Director Compensation.
PART TWO: LEGAL AND REGULATORY FRAMEWORK.
Chapter 5: Corporate Governance.
Chapter 6: Securities Issues.
Chapter 7: Tax, ERISA and Labor Laws, Regulations, and Rules.
Chapter 8: Accounting Rules.
PART THREE: PRACTICAL APPLICATIONS.
Chapter 9: Executive Employment and Severance Arrangements.
Chapter 10: Incentive Compensation.
Chapter 11: Equity-Based Incentives.
Chapter 12: Executive Pension-Benefit, Welfare-Benefit, and Perquisite Programs.
Epilog: A Glimpse of the Future.
SELECTED RESOURCES.
Appendix A: Selected SEC Rules, Regulations, Schedules, and Forms.
Appendix B: List of Organizations and Periodicals.
Appendix C: List of Directors' Colleges and Other Training Opportunities.
Appendix D: Annotated Form of Compensation Committee Charter.
Appendix E: Sample Compensation Committee Reports.
Glossary.
Bibliography.
Index.