At no other epoch in the history of
the world has there been such awareness of the critical importance
of human resources. Organizations of all types – whether commercial,
industrial governmental, or philanthropic – depend for their success
ultimately on the skills and abilities of the people who comprise
them. No technology yet developed can substitute for the uniquely
human qualities that all of us bring to the workplace. This section
has been reserved to keep human resources practitioners current on
trends and legislation affecting the people side of the enterprise.
Proposed SEC Changes Will Serve to Render
Compensation
Decisions More Visible to Stakeholders
The Security and Exchange Control Commission’s
(SEC) continuing efforts to make the compensation programs of public
companies more transparent has resulted in proposed amendments to
its existing compensation disclosure rules. If the changes are adopted
they will be effective for next year’s proxy. The changes being proposed
at the same time as the SEC is increasing its review of CD&As,
and the enforcement of CD&A regulations.
The
SEC’s 2010 Proposed Changes
The SEC announced proposed changes to disclosure requirements in proxy
statements on July 10, 2009. These changes included reporting of stock-based
compensation (below), new disclosures in the CD&A covering the
connection between risk and compensation programs, and potential conflicts
of interest related to the use of compensation consultants.
Summary Compensation Proposals
Fair value grant date in line with FAS 123(R)…total compensation column
adjustments
Special risk criteria to be considered
Reporting on the use our outside compensation consultants:
Selection criteria, services, selection approval, and itemization
of fees for services
Number of CD&A reviews will increase in 2010
Executive
Compensation Practices Coming Under Scrutiny
Tax gross-ups
Single-trigger equity acceleration provisions
Say-on-Pay (a non-binding component)
Election of Directors ->
Contact SRG for the full alert...