BOARD OF DIRECTOR ADVISORY SERVICES

Overview:

Compensation Resources has a wide range of expertise in assisting the board of directors and their compensation committees. We also provide support with the development of effective programs focused on director’s pay, retainers, and equity compensation.

Board of director compensation has evolved over the years; however, the last few years have seen some of the most dramatic changes in how companies compensate their boards. The most significant changes have come about as the focus has shifted to excesses in executive compensation and the board’s responsibility for controlling officers’ compensation when it is not justified by superior performance. The recent legislation and emphasis on board accountability has resulted in pressure on board members, and correspondingly has resulted in significant changes to board compensation.

As a result of Sarbanes-Oxley legislation, SEC proxy disclosure rules, investor and shareholder concerns, and intermediate sanctions (NFPs), many boards, committees and management personnel are searching for the right solutions for their compensation needs. Today’s shareholders are demanding a stronger correlation between performance and pay, and are demanding that compensation be tied to increased shareholder value. These are the key tenets to our approach to handling executive compensation and board remuneration.

Services:

CR works with the boards of publicly traded organizations, privately held businesses and not-for-profit entities on a variety of executive and board compensation issues. We provide thoughtful, independent counsel to ensure that today’s solutions do not become tomorrow’s problems.

Our Services Include:

• Board of Director Compensation Plan Review and Design
• Change of Control, Severance and Executive Contracts
• Charter Development
• Compensation Committee Consulting
• Education and Training Services
• Executive Compensation Evaluation (Base Pay, Bonus, Perks, Equity)
• Executive Performance Review Policies and Processes
• Executive Stock Ownership and Retention Strategies
• Independent Review of Management Compensation Proposals
• Intermediate Sanctions – Competitive Market Analysis (Not-for-Profit Clientele)
• Market Pricing and Competitive Salary Benchmarking
• Pay Advisory Services
• Short-Term and Long-Term Incentive Design (LTIP)
• Stock Option and Equity Strategies
• Strategic Compensation Philosophy Development
• Total Reward Strategies

To discuss your company’s issues, do not hesitate to contact:

Mary A. Rizzuti, CCP, PHR, SHRM-CP
Partner
201-710-6476