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Many organizations, especially large ones, administer executivecompensation somewhat differently than compensation for lower-level employees. An executive typically is someone in the top two levels of an organization, such as Chief Executive Officer (CEO), President, or Senior Vice-President.
An important new governance survey suggests an increasing willingness to consider linking a company’s ESG performance measures to executiveincentivecompensation. But implementing such measures may present boards and their compensation committees with practical implementation challenges.
This new focus on “clawbacks” is intended to give general counsels and chief compliance officers the tools to implement “responsible corporate behavior” and to foster a corporate culture that both deters and punishes risky (and possibly criminal) behavior by top executives.
It is still too early to tell exactly how Glass Lewis will evaluate clawback policies that only satisfy the minimum legal requirements of the listing standards, but this new guidance seems to suggest that Glass Lewis may raise concerns with such policies.
Designing incentivecompensation structure as a response to the COVID-19 pandemic. Many organizations are opting for a playing a waiting game before taking significant action in executivecompensation. Identify and determine compensation policies best suited for the salesforce. Reviewing work from home policies.
The Final Rules task national securities exchanges (“exchanges”) with adopting formal listing standards that, in turn, require publicly listed companies to establish compensation clawback policies that meet the standards prescribed in the Final Rules.
Designing incentivecompensation structure as a response to the COVID-19 pandemic. Many organizations are opting for a playing a waiting game before taking significant action in executivecompensation. Identify and determine compensation policies best suited for the salesforce. Reviewing work from home policies.
A potentially overlooked but important issue that public companies should have in mind when granting option or option-like awards is avoiding the unintentional appearance of “spring-loading” and “bullet-dodging,” both of which have been a recent focus of the SEC and shareholders and viewed as potentially poor corporate governance practices.
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