Headlines about "Executive benefits"

Gathered from the web by the editors at BenefitsLink.com.
[Opinion] Corporate Lawyers Warn of 'Logistical Nightmare' Requirement That Companies Disclose Ratio Between CEO Pay Package and That of Typical Employee
Excerpt: "The lawyers say that the ratio would be unfairly complex to calculate and could encourage false comparisons. But the real problem is that C.E.O.'s and corporate boards would have to justify -- to shareholders, employees and the public -- what are sure to be some very large gaps between pay at the top and pay for everyone else.' (The New York Times; free registration required)

[Opinion] Fall 2010 Likely to See the Most Significant Effort to Accelerate Income Since 1994
Excerpt: "[Why?] Big tax increases. Absent some quick and unexpected action by Congress, beginning January 1, 2011: the top individual ordinary income tax rate will increase to 39.6% from 35%, the top dividend tax rate will increase to 39.6% from 20%, and the long-term capital gain tax rate will increase to 20% from 15%." (Michael Melbinger via Winston & Strawn LLP)

SEC Approves Final Proxy Access Rule
Excerpt: "The SEC has approved a final proxy access rule giving certain shareholders the right to nominate board candidates using a company's proxy statement." (Mercer)

2010 Director Compensation: NASDAQ 100 vs. NYSE 100 (PDF)
28 pages. Excerpt: "Comparison of Non-Employee Director Compensation at the 100 Largest NASDAQ and 100 Largest New York Stock Exchange Companies" (Frederick W. Cook & Co., Inc.)

Do You Know Your GRId Assessment Scores?
Excerpt: "Whether company boards view GRId as the latest marketing gimmick from RiskMetrics or as a viable tool that will be used by investors to gain insight into the corporate governance of a company, each company and its advisors should take time to understand how the company's assessments were derived by RiskMetrics and what actions by the board might influence those assessments." (DLA Piper)

SEC Adopts Proxy Access Rules
Excerpt: "[on August 25, 2010], the SEC adopted proxy access rules at an open Commission meeting by a 3-2 vote and posted its 451-page adopting release. Neither the adopting release nor Proxy Access generally has an automatic or direct impact on executive compensation." (Michael Melbinger via Winston & Strawn LLP)

Pension Plan Funding and Executive Compensation
Excerpt: "[The 'Preservation of Access to Care for Medicare Beneficiaries and Pension Relief Act of 2010'] added a new Section (7) to Internal Revenue Code Sec. 430(c) (ERISA Section 303(c)), which provides that an employer's required pension contribution will be increased in any year by the amount of 'excess employee compensation' it pays in that year, plus the amount of any extraordinary dividends and redemptions." (Michael Melbinger via Winston & Strawn LLP)

Potential Overhaul of Proxy System Has Executive Pay Implications
Excerpt: "An SEC concept release seeks input by Oct. 20 on potential proxy system reforms, some of which have implications for executive pay. The release covers three major topics: the accuracy, transparency and efficiency of the voting process; shareholder communications and participation; and the relationship between voting power and economic interest." (Mercer LLC)

Dodd-Frank Should Not Mean New Clawback Accounting
Excerpt: "The specific accounting ramifications of the compensation clawback provisions in the recent financial services overhaul legislation should not go beyond what has traditionally been the case for such corporate transactions. That was a key conclusion of a PricewaterhouseCoopers [report.]" (PLANSPONSOR.com)

[Guidance Overview] Accounting for Clawbacks in Stock Compensation Arrangements, Including Dodd-Frank Act Provision on Recovery of Erroneously Awarded Compensation
4 pages. Excerpt: "This Insight addresses the impact on accounting for share-based compensation awards that could be subject to the clawback provision of the Act, as well as other potential accounting implications associated with new types of clawback features companies have implemented recently." (PricewaterhouseCoopers LLP)

[Guidance Overview] Dodd-Frank's Mandatory Executive Compensation Clawback: A Practical Review and Assessment
Excerpt: "While the concept of 'clawing back' executive compensation is not new, the Act goes well beyond what has been required before." (Pepper Hamilton LLP)

[Opinion] Dodd-Frank Adds New Subsection to Exchange Act, 'Disclosure of Hedging by Employees and Directors'
Excerpt: "The obvious aim of this provision is to encourage companies to adopt policies that prohibit hedging transactions. Section 955 does not require any company to adopt such a policy, but we expect that most will do so." (Michael Melbinger via Winston & Strawn LLP)

[Guidance Overview] Current Recapture Policies and the Dodd-Frank Act (PDF)
6 pages. (Frederic W. Cook & Co., Inc.)

Making Sense of Clawbacks And Holdbacks
Excerpt: "Designed properly, such a practice can be an important mechanism for corporate accountability." (BusinessWeek)

FAA May Ease Stance on Reimbursements for Personal Use of Company Jet
Excerpt: "The FAA announced on July 8 it is revisiting a longstanding interpretation that effectively blocks flight operators -- employers, as the case may be -- from accepting reimbursement for the cost of personal, non-business flights operated under the non-commercial rules of Part 91 of the Federal Aviation Regulations (FARs). The FAA is digesting public comments on the re-interpretation before making the revision final." (Thompson Publishing Group Inc.)

[Guidance Overview] Shareholder Approval of Golden Parachute Compensation under Dodd-Frank
Excerpt: "This shareholder vote will not be binding on the company or the company's Board and, according to the statute, may not be construed as (1) overruling their decision, (2) creating or implying any addition or change to their fiduciary duties, or (3) restricting or limiting shareholders' ability to make proposals for inclusion in proxy materials related to executive compensation." (Michael Melbinger via Winston & Strawn LLP)

[Opinion] Should Companies Grant Nonqualified Stock Options or Incentive Stock Options to Their Employees?
The writer generally recommends that private companies issue NQOs rather than ISOs for a variety of reasons and explains why. (Davis Wright Tremaine LLP)

SEC Uses Section 304 to Claw Back Incentive-Based Compensation from 'Innocent' Executives (PDF)
6 pages. (Vedder Price P.C.)

[Opinion] Say on Pay Under Dodd-Frank
Excerpt: "Section 951 of Dodd-Frank adds a new Section 14A to the Exchange Act, entitled 'Shareholder Approval of Executive Compensation,' which provides that, not less frequently than once every three years, a company's annual proxy statement must include a separate resolution subject to shareholder vote to approve the compensation of executives, as disclosed in the company's CD&A, the compensation tables, and any related material." (Michael Melbinger via Winston & Strawn LLP)

Executives at Health Insurance Giants Cash in As Firms Plan Fee Hikes
Excerpt: "Leaders of Cigna, Humana, UnitedHealth, WellPoint and Aetna received nearly $200 million in compensation in 2009, according to a report, while the companies sought rate increases as high as 39%." (Los Angeles Times)

[Guidance Overview] Summary of the Corporate Governance and Executive Compensation Portions of the Dodd-Frank Act
Excerpt: "The Dodd-Frank Act prohibits broker discretionary voting (without specific instructions from beneficial owner) in matters relating to (i) the election of directors, (ii) executive compensation, presumably including say-on-pay votes, or (iii) any other significant matter, as determined by the SEC." (Snell & Wilmer LLP)

[Guidance Overview] Dodd-Frank Executive Compensation, Corporate Governance and Regulation D Action Items
Excerpt: "[A] chart identifies the new executive compensation and corporate governance topics addressed in the Dodd-Frank Act, notes which topic may apply to your company, and when it becomes applicable." (Briggs and Morgan, Professional Association)

[Guidance Overview] Milliman's Monthly Benefit News and Developments, August 2010 (PDF)
2 page summary of legislative and regulatory developments during July. (Milliman)

[Guidance Overview] The Impact of Dodd-Frank on Public Companies, Including Executive Compensation Disclosure Rules
Link to 16-page report. (Haynes and Boone)

[Guidance Overview] The Financial Reform Bill's Impact on Executive Compensation, Corporate Governance, and Disclosure (PDF)
28 pages; presentation materials. (Morgan Lewis)

Health Insurance for Terminating Executives
Excerpt: "In addition to effectively eliminating executive-only supplemental plans, this may very well shut down the fairly common practice of providing post-severance health benefits (beyond COBRA) to terminating executives." (Ford & Harrison LLP)

Non-Qualified Deferred Compensation Plan Providers' Capabilities
Excerpt: "Non-qualified deferred compensation plan sponsors should look for providers with Internet capabilities, that support multiple accounts, and that provide an open architecture investment platform, liability reporting, and education and communication support." (PLANSPONSOR.com)

[Guidance Overview] The Corporate Governance and Executive Compensation Provisions in the Dodd-Frank Act?What to Do Now (PDF)
Pages 93-103 of 103 pages. Excerpt: "The Act requires the SEC to issue more than 90 rules and 15 studies, many of them relating to corporate governance and executive compensation. In some cases there is nodeadline set for when the SEC must issue rules, while in other cases the SEC must adopt rules not later than a certain number of days or months after enactment of the legislation." (Arnold & Porter LLP)

[Opinion] Disclosure of Pay Versus Performance Under Dodd-Frank
Excerpt: "The Act allows, but does not require, this disclosure to include a graphic representation of the information required to be disclosed. Presumably, this would be an enhancement to the Performance Graph." (Michael Melbinger via Winston & Strawn LLP)

If Bush Tax Cuts Expire, Will Employers Accelerate Compensation Payouts in 2010?
Excerpt: "With the Bush tax cuts set to expire -- and no clear decision on what Congress will decide to do about it -- some employees are wondering if their organizations will consider paying some bonuses and other comp in 2010 instead of next year under higher tax rates." (Human Resource Executive Online)

[Guidance Overview] Dodd-Frank and Executive Compensation: What Should a Public Company and Its Compensation Committee Do?
Excerpt: "Key Compliance Issues and Tips [on] Executive Compensation Disclosure: Forward-Looking Statements ? Beware of 'forward-looking statements' with respect to pay vs. performance. (Multi-year bonus programs should be reviewed carefully.)" (Fox Rothschild LLP)

New Executive Pay and Corporate Governance Mandates Have Become Law
Excerpt: "Companies now must submit executive pay and golden parachutes to shareholder votes, comply with new disclosure rules and compensation committee and adviser independence standards, and adopt clawback policies." (Mercer LLC)

[Opinion] After Tighter Pay Standards Established, 17 Banks Paid Out $1.6 Billion in Bonuses, Golden Parachutes, Retention Awards and the Like
Excerpt: "President Obama's effort to curb executive pay at bailed-out financial institutions was hobbled from the start. [The White House pay czar] was allowed to veto compensation packages for top bankers at institutions that had received taxpayer funds, but only until the banks repaid them." (The New York Times; free registration required)

[Guidance Overview] Option Vesting on Change in Control: Timely Constructive Termination Notice
Excerpt: "The federal Court of Appeals for the Ninth Circuit recently held that an executive was not required to give notice of constructive termination until the executive had sufficient detail about a promised position to determine whether that position would involve a substantial reduction in responsibilities." (Utz, Miller & Eickman, LLC)

[Guidance Overview] Wall Street Reform Provisions Relating to Corporate Governance, Executive Compensation and Disclosure (PDF)
Excerpt: "Under Dodd-Frank shareholders of U.S. public companies will have a nonbinding 'say on pay' vote for named executive officers, new standards relating to the independence of compensation committees and compensation advisors are mandated, current and former executive officers may be forced to return compensation if a restatement of financial statements triggers a 'clawback' . . . ." (Orrick, Herrington & Sutcliffe LLP)

[Guidance Overview] The Dodd-Frank Act Executive Compensation and Corporate Governance Reforms
Excerpt: The Dodd-Frank Act requires the SEC to amend its rules to modify the executive compensation disclosure requirements to include 'pay versus performance' and 'internal pay disparity' disclosure.'" (Nixon Peabody LLP)

Executive Compensation Provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (PDF)
8 pages. Excerpt: "The Act has broad implications for the executive pay and corporate governance practices of all public companies. Although it will take some time for regulators to issue guidance under the Act, companies should begin to assess and consider how the Act will impact their executive pay practices and the planning process for the 2011 proxy season." (Thompson Hine LLP)

What your Board Needs to Know About Corporate Governance and Executive Compensation Provisions in the Dodd-Frank Act (PDF)
7 pages. Excerpt: "While many of the corporate governance-related measures in the Dodd Frank Act are similar to those contained in the RAFSA, the final legislation does differ from the RAFSA in a number of areas, including requirements with regard to non-binding shareholder votes on 'golden parachutes,' the frequency of Say on Pay votes and the elimination of the RAFSA's majority voting standard for the election of directors." (Sutherland Asbill & Brennan LLP)

[Guidance Overview] Secondment, Deferred Compensation, and Subpart F Income: A Potential Trap
Excerpt: "This article points out that while a secondment agreement, that is properly worded and implemented, may act as an effective shield against Code section 457A, it may also inflict a detrimental blow to the US company's subpart F income. Accordingly, any US company that seconds its employees to related foreign-based entities should re-evaluate that arrangement to assure that it is obtaining the desired tax outcome." (Miller & Chevalier Chartered)

New Thinking on Executive Compensation: Pay CEOs with Debt
Excerpt: "Recovering US insurance giant AIG recently announced that 80% of their executives' bonuses will depend on the price of their firm's bonds and only 20% will depend on the price of their equity. This column argues that such moves will better align CEO fortunes with those of all investors ? both shareholders and bondholders ? and help prevent future financial crises." (VoxEU.org)

[Guidance Overview] Pension Funding Relief: Beware of the Excess Compensation Adjustment (PDF)
3 pages. Excerpt: "While there is some cash flow 'relief' for plan sponsors in the new law, some of the adjustments could have a more detrimental effect than many have realized. In this article, we focus on the adjustments to required contributions regarding excess compensation." (Aon Consulting)

[Guidance Overview] New Corporate Governance, Executive Compensation and Proxy Voting Provisions Apply to All Public Companies
Excerpt: "[M]any of the Financial Reform Act's provisions require rulemaking either by the SEC, the national securities exchanges or both, and some provisions include deadlines for the promulgation of SEC rules. The table . . . summarizes the actions needed to effect each of the provisions . . ., the deadline (if any) for those actions to be taken and any available exemptions." (Perkins Coie LLP)

[Guidance Overview] Financial Reform Bill and New Corporate Governance Requirements (PDF)
5 pages. Excerpt: "'Say on Pay' has been applicable for some time in Europe and for certain TARP companies in the United States, and may have a significant effect on disclosure practice and executive compensation structures." (Morgan, Lewis & Bockius LLP)

FAA Proposal May Affect Disclosure of Executives' Personal Use of Company Aircraft
Excerpt: "Executives likely to have personal travel disrupted by urgent business could use corporate aircraft for such trips and reimburse their companies for this expense, under a proposed Federal Aviation Administration legal interpretation." (Mercer LLC)

[Guidance Overview] Wall Street Reform Act Provisions Related to Corporate Governance and Executive Compensation
Excerpt: "This Alert addresses the Acts executive compensation and corporate governance provisions. For the most part, the Act is not prescriptive with regard to these requirements, leaving much of the heavy lifting to subsequent rulemaking by the Securities and Exchange Commission and the national securities exchanges and associations." (Cooley LLP)

[Guidance Overview] Dodd-Frank Act's Executive Compensation & Corporate Governance Provisions
Excerpt: "Many of the new rules under the Act are effective beginning in 2011 or shortly thereafter. [PricewaterhouseCoopers offers observations on various sections of the Act.]" (PricewaterhouseCoopers LLP)

[Opinion] Internal Pay Equity Disclosure in Financial Reform
Excerpt: "For purposes of this disclosure, the Company must calculate the 'annual total compensation of all employees' using the rules for Total Annual Compensation figure in the Summary Annual Compensation Table! Reasonable people can differ as to whether internal pay equity is a relevant disclosure to investors, but companies can live with it. What no one can live with is the requirement that the total compensation of every employee in the company be calculated using the rules for calculating CEO compensation for the Summary Compensation Table." (Michael Melbinger via Winston & Strawn LLP)

[Guidance Overview] Financial Overhaul Bill with Pay, Governance Reforms to Become Law
Excerpt: "Companies will have to submit executive pay and golden parachutes to say-on-pay votes, provide new disclosures, meet independence standards for compensation committees and their advisers, adopt clawback policies, and face likely proxy access rules." (Mercer LLC)

[Guidance Overview] The Impact of Financial Reform on Executive Compensation
Excerpt: "Under the Act, public companies must provide shareholders with a 'say-on-pay' vote to approve the compensation of their 'named executive officers'[3] as disclosed in the Summary Compensation Table contained in companies' proxy statements at least once every three years." (Proskauer Rose LLP)

[Guidance Overview] Interim Rule Implements Reporting Requirements on Covered Federal Contractors
Excerpt: "[T]he federal government issued an Interim Rule on July 8, 2010, that requires many federal contractors and subcontractors to report and make publicly available the total compensation of their top five executives." (Constangy, Brooks & Smith, LLP)

[Guidance Overview] IRS Document Correction Procedures for Nonqualified Deferred Compensation Plans (PDF)
Excerpt: "These correction procedures are available to sponsors of and participants in nonqualified defined benefit or defined contribution plans that provide for the deferral of compensation (section 409A plans), including section 457(f) plans." (Prudential Retirement)

Financial Reform Bill Imposes New Executive Compensation and Corporate Governance Requirements (PDF)
7 pages. Excerpt: "While the Act is primarily focused on reform of business practices of financial institutions, the executive compensationprovisions of the Act will apply, in whole or in part, to almost all publicly traded companies, with additional restrictions applicable only to financial institutions." (Morgan, Lewis & Bockius LLP)

Financial Reform Law Will Impact Executive Compensation and Corporate Governance Practices (PDF)
5 pages. Excerpt: "Under the new law, at least once every three years, shareholders of public companies will have to be given an opportunity to vote on the compensation of the company's named executive officers (NEOs)." (Buck Consultants)

Statutory Provisions Relating to Employee Benefit Plans in the Dodd-Frank Wall Street Reform and Consumer Protection Act As of July 15, 2010
7 pages. (Profit Sharing / 401k Council of America)

Summary of Provisions Relating to Employee Benefit Plans in the Dodd-Frank Wall Street Reform and Consumer Protection Act As of July 15, 2010
4 pages. (Profit Sharing / 401k Council of America)

Wall Street Reform Will Require Companies to Adopt a Specific Compensation Clawback Policy
Excerpt: "[The Act adds a new Section,] entitled 'Recovery of Erroneously Awarded Compensation Policy,' to the Securities Exchange Act of 1934. This new section requires the SEC to direct the national securities exchanges and associations to prohibit the listing of any security of an issuer that does not develop and implement a clawback policy." (Michael Melbinger via Winston & Strawn LLP)

The Financial Reform Legislation's Impact on Executive Compensation
Excerpt: "The act requires a non-binding shareholder vote on executive compensation at least once every three years." (McGuireWoods LLP)

The Accounting and Economics of Executive Stock Options: Assessing their Role in Executive Compensation (PDF)
3 pages. Excerpt: "[A recommendation for full value awards such as Restricted Stock Units . . . in lieu of ESOs might be made] because they would expose executives to the same profits and losses as shareholders. While it is easy to see the emotional appeal of such statements, they need to be re-examined based on economic principles and in-depth case studies ofhistorical events." (Buck Consultants)

Executive Compensation, Corporate Governance Provisions under the Dodd-Frank Act
Excerpt: "These provisions will dramatically affect public reporting companies and their relationships with shareholders. Many of the provisions are to be implemented by requiring the national securities exchanges and associations to modify listing standards to capture the requirements." (Ballard Spahr LLP)

[Guidance Overview] Deduction Limit on Compensation Paid by Health Insurance Providers
Excerpt: "Although the Code already limited the deductibility of compensation paid to certain executive officers of publicly held companies in excess of $1,000,000, there are several key differences between the previous rules and the new limit . . ., as applicable to covered health insurance providers . . . ." (Seyfarth Shaw LLP)

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