Executive Compensation and the Role of the Compensation Committee

INTRODUCTION

Executive compensation programs are more complex than those for non-executives. There are many determinants of both the design and pay in executive compensation programs including: organization performance, economics of the industry, competitor and peer performance, and shareholders' expectations. Making "transparent" the process of how executive compensation packages are set and paid is a priority for a Compensation Committee. Having relevant and current compensation information regarding practices and trends is critical for the committee. Executive compensation programs need to be considered competitive relative to industry and peer operational size. The goal is to mitigate the risk of turnover, to reasonably decrease the incentive for competitors to "poach" executive talent, and to enable business strategy execution. This should be done while also considering an overall internal pay structure and total rewards philosophy.

Training

New compensation committee members will attend a committee specific orientation which usually consists of apresentation on how the committee operates, its cycle of events, and the timing of these events. All members need some sort of continuing information and training in the intricacies of executive compensation, changes in the environment, and legal situation, and trends in executive compensation. Since they are already members of the board of directors, it can be assumed that they are familiar with the organization, its mission, and operation. This course can be a starting point and a reference for committee members in understanding executive compensation as well as the support groups that enable the committee to be effective.