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The Compensation Committee Handbook » (3rd Edition)

Book cover image of The Compensation Committee Handbook by James F. Reda

Authors: James F. Reda, Stewart Reifler, Laura G. Thatcher, Philip R. Lochner
ISBN-13: 9780470171318, ISBN-10: 0470171316
Format: Hardcover
Publisher: Wiley, John & Sons, Incorporated
Date Published: December 2007
Edition: 3rd Edition

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Author Biography: James F. Reda

James F. Reda is President of James F. Reda and Associates. Mr. Reda has over fifteen years of executive compensation consulting experience and has written and presented extensively on the subject.

Stewart Reifler is a partner at the New York office of Vedder, Price, Kaufman & Kammholz and head of their executive compensation practice. Mr. Reifler negotiates and structures executive employment, executive severance and retirement, and executive compensation arrangements on behalf of both executives and companies.

Laura G. Thatcher is head of Alston & Bird's executive compensation practice. Ms. Thatcher serves on the Editorial Board of the Journal of Deferred Compensation and chairs the compensation committee of two companies.

Book Synopsis

Compensation Committee Handbook

Third Edition

In our post-Sarbanes-Oxley world, the compensation committee chair is widely considered the most difficult role on the board. The consequences of making bad compensation decisions can be severe, ranging from ill-advised legislative initiatives to shareholder revolts. Compensation Committee Handbook, Third Edition is a practical, how-to guidebook designed to help compensation committee members make sensible and defensible decisions at all times.

Covering functional issues such as organizing, planning, and best practice tips as well as compliance advice on the implications of Sarbanes-Oxley and other new regulations, Compensation Committee Handbook provides an indispensable, comprehensive review of the pertinent matters facing compensation committees.Recognizing that there is no single "correct" model for executive pay that will fit every business organization, the Handbook identifies applicable "best practices" that reflect current and pendingregulations that have emerged since the Second Edition, including:

  • New SEC "Compensation Discussion and Analysis" disclosure requirements for compensation committees
  • New GAAP rules on expensing of stock options and other stock-based compensation
  • New IRS regulations on stock-based compensation
  • New rules by the Financial Accounting Standards Board, the New York Stock Exchange, and the NASDAQ Stock Market

Compensation Committee Handbook, Third Edition will help compensation committee members better understand their duties and role, and to remind them of both the general and technical determinantsof good compensation committee decisionmaking. The book represents the cumulativeexperience of compensation committeemembers and the breadth of knowledge gained in careers as business executives, government officials, corporate board members, governance experts, compensationconsultants, and academics engaged in the study of business history and practices.

An invaluable resource for compensation committee members, board of directors, CEOs, COOs, CFOs, HR executives, and auditors, this practical, how-to road map provides an in-depth review and analysis of timely and relevant issues facing compensation committees at both public and privately held companies.

Table of Contents

Ch. 1The compensation committee3
Ch. 2Selecting and training compensation committee members32
Ch. 3CEO succession and evaluation54
Ch. 4Director compensation77
Ch. 5Corporate governance91
Ch. 6Securities issues118
Ch. 7Tax, ERISA and labor laws, regulations, and rules147
Ch. 8Accounting rules175
Ch. 9Executive employment and severance arrangements203
Ch. 10Incentive compensation219
Ch. 11Equity-based incentives234
Ch. 12Executive pension-benefit, welfare-benefit, and perquisite programs260
Epilog : a glimpse of the future275
App. ASelected SEC rules, regulations, schedules, and forms281
App. BList of organizations and periodicals345
App. CList of directors' colleges and other training opportunities358
App. DAnnotated form of compensation committee charter365
App. ESample compensation committee reports382

Subjects