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California Enacts Law Requiring Gender Diversity on Corporate Boards

On September 30, 2018, Governor Jerry Brown signed into law a first-in-the nation requirement that public companies include a minimum number of women on their boards. The law solely applies to those publicly held corporations whose principal executive offices are located in California.

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Requirements of Gender Diversity Law The law’s requirements will be phased-in over a multi-year period, with compliance initially required by the close of the 2019 calendar year. A public company found to be in noncompliance with the gender diversity requirements…

Board Governance: Preparing For Next Proxy Season

Proxy season went well for the majority of boards, says Virginia Rhodes, lead consultant at Meridian Compensation Partners.

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Virginia Rhodes sat down with Corporate Board Member editor-in-chief Dan Bigman as part of the Board Governance Series to talk about the most recent proxy season and how boards can prepare for the next one. “Director elections have gone with…

Hot-Button Board Compensation Issues

Corporate Board Member recently sat down with Bob Romanchek, partner with Meridian Compensation Partners to talk about board compensation.

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Board compensation is always a hot topic for directors, with outside director compensation, lead director compensation, equity grants, the actual value of outside director pay and instances where companies have been sued for excessive outside director pay all front-burner topics. In the…

Vesting Doesn’t Make Sense

From Corporate Board Member - "Board Governance Series," Second Quarter 2018

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It usually perks up the ears of most corporate directors when you say “board compensation.” What’s happened recently in this area, particularly with equity grants? If you take a step back, outside director compensation has generally been in a pretty…

2017 Meridian Corporate Governance and Incentive Design Survey

For the seventh straight year, Meridian has conducted an extensive survey based on the public filings of 200 large cap companies (“Meridian 200”). This survey seeks to capture trends on a variety of executive compensation and corporate governance topics facing major companies today.

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As companies review their executive compensation programs and related corporate governance policies, current market practices and recent trends can provide competitive benchmarks that are helpful in understanding current and future “best practices.” Highlights of Meridian’s 2017 Corporate Governance & Incentive…

NYC Pension Fund Launches Campaign for Enhanced Board Diversity Disclosure

The New York City Comptroller’s Office recently announced that it launched the next phase of the Boardroom Accountablity Project, in which the Comptroller, on behalf of New York City Pension Funds, is seeking enhanced disclosure and engagement with 151 major public companies on board composition, diversity and refreshment.

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In November 2014, the Boardroom Accountability Project initiated the first phase of its campaign, in which the New York City Pension Funds petitioned for public companies to adopt proxy access. The initial campaign successfully resulted in widespread adoption of proxy…

Bob Romanchek on Inside America’s Boardrooms

In this episode, Bob Romanchek outlines five critical steps or subject-matter issues that all committee members should know if they are joining or serving on a public company’s compensation committee.

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Serving on the compensation committee has become a formidable challenge for most directors regardless of one’s background or career. Not only do compensation committees have to navigate a host of regulations and complex terminology, but over the last several years,…

Charles Grace on the NYSE Board Governance Series

Charles Grace on the NYSE Board Governance Series

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Meridian Lead Consultant Charles Grace discusses good governance practices and what it takes to make your board more effective on the latest episode in the NYSE Board Governance Series. Watch the video here to gain valuable insights into the challenges…

Board Governance Series – Corporate Board Member 2nd Quarter 2017

In this interview, Gerard Leider, partner, Meridian Compensation Partners, discusses current issues that are having an effect on director compensation policies and offers guidance for ensuring the board has a responsible process for setting director pay.

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There are a lot of compensation topics that we cover throughout the year in our Board Governance Series webcasts, but we don’t often home in on director pay, and that’s pretty important to our audience. Gerard, what can you tell…

Equilar Board Leadership Forum, Dallas

The Board’s Role in Driving Change

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May 16, 2017 The Four Seasons, Dallas at Las Colinas 4150 N MacArthur Blvd Irving, TX 75038 Equilar and Nasdaq are excited to offer a one-day program to help public company board members, general counsel and corporate secretaries drive success…

Measuring E&P Capital Decisions in an Annual Incentive Plan is Complicated

Are E&P companies using the right metrics in their annual incentive programs?

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There has been a lot of attention (both from the media and investors) focused on whether E&P companies are using the right metrics in their annual incentive programs. E&P companies have been criticized for a heavy focus on production and…

Should Boards Reconsider the Benefits of Stock Options?

Watch Meridian Partner Jamie McGough on TK Kerstetter's Inside America's Boardrooms.

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Meridian Partner Jamie McGough joins TK Kerstetter, host of Inside America’s Boardrooms, to discuss “Should Boards Reconsider the Benefits of Stock Options?” Watch Jamie explain why the use of stock options has diminished and why he thinks companies might want to…

Measurement Challenges for Pay and Performance

As they prepare for the 2015 incentive plan cycle, committees are grappling with the challenge of choosing the right performance measures and goals for annual and long-term incentive plans.

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In this update, we discuss five pitfalls for selecting performance measures and setting goals: Basing plan design purely on prevalent market practice Ignoring business imperatives and the cost of capital Relying solely on company history to set performance targets and…

Variations on “Conventional” Compensation Themes

There are many instances where a more customized approach to executive compensation is preferable and, frankly, more effective.

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Although very few companies have failed say on pay, the shareholder advisory vote on executive compensation has clearly impacted program design. Compensation committee members focus primarily on how shareholders will view a company’s pay programs. All too often, they also…

Modest Rise in Director Pay Continues at Canada’s Largest Companies

Annual analysis of outside director compensation among S&P/TSX 60 index companies found that average total compensation for directors increased by +2.1% last year.

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Meridian Compensation Partners’ annual analysis of outside director compensation among S&P/TSX 60 index companies found that average total compensation for directors increased by +2.1% last year. The proportion of total compensation delivered in equity has increased to 47%, up from…

When Constituency Compensation Expectations Collide

NYSE Board Governance Series: Discussion Of Relative Performance, Peer/industry Indices, and Regulatory Issues for Financial Institutions

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Members of the banking industry–and other regulated industries–have different expectations than members of other industries when it comes to executive compensation consulting. Watch Meridian Compensation Partners’ Susan O’Donnell sit down with TK Kerstetter of the NYSE Governance Series to discuss…

SEC Releases New Guidance on Proxy Advisors

Meridian Expects to See Change, but it Might not be as Much as Some Would Like

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After months of speculation, the SEC has recently released its highly anticipated guidance on investment advisors and on proxy advisors (see our recent client alert). I know many Boards and senior executives will be pleased to see progress in this…

Critiquing Say on Pay

More ISS, Glass Lewis Policies That Defy Logic

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Last November I argued in an Agenda op-ed that certain ISS and Glass Lewis say-on-pay policies lack solid underpinnings in compensation philosophy and practice. An example was their attempts to assess the rigor of companies’ incentive performance goals based on…

Why Meridian Compensation Partners?

Partners share what sets Meridian apart from other executive compensation advisory firms.

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Meridian Compensation Partners, is one of the largest, most experienced, independent executive compensation consulting firms in North America. We provide independent advice and effective solutions to hundreds of companies—large and small. We pride ourselves on providing collaborative partnerships, with clients…

ISS 2013-2014 Policy Survey Summary of Results

ISS’s Recent Policy Survey Previews Potential Changes In Its 2014 Proxy Voting Policies

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Each year, ISS seeks feedback from institutional investors, public companies (“issuers”) and the consulting community on emerging corporate governance, executive compensation and other issues as part of its annual policy formulation process. Possibly reflecting concerns about the influence of ISS…