Insights

EVA for E&P Companies: A Challenging Measure

In 2019, ISS introduced Economic Value Added (EVA) analysis as additional context in its evaluation of executive pay and performance prior to issuing a “say on pay” (SOP) vote recommendation.

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While initially the EVA material will be provided purely for information, it seems inevitable that ISS will continue to push to include EVA as a formal part of its pay for performance analysis. There are general concerns about ISS using…

Relative TSR for Resource Companies: Does it Still Make Sense?

Similar to the U.S., Canadian institutional investors, such as the Ontario Teachers’ Pension Plan, with assets under management of ~$190 billion and an advocate for good compensation governance, have been pushing back on the use of relative TSR on the basis that this measure can reward management of “chronically underperforming” industries.

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Relative total shareholder return (relative TSR), the most commonly used performance share unit (PSU) measure, has recently been challenged by institutional investors. Earlier this year Ontario Teachers’ Pension Plan (OTPP) released an article entitled “Is Management Compensation Rewarding the Right…

10 Keys to Great Compensation Committee Processes

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Executive compensation is complex and institutional investors and proxy advisors are increasingly aggressive and prescriptive in their views of executive compensation. This makes the role of a public company compensation committee complex and demanding. It is now more important than…

Looking Ahead to 2017 – Webinar

Meridian examines executive compensation under a new administration.

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Get insights into how executive compensation will be affected by a Trump or Clinton presidency by watching this webinar presentation from Partners Bob Romanchek and Christina Medland, titled “Looking Ahead to 2017: Executive Compensation Under a New Administration.” Watch the…

Updates to ISS & Glass Lewis Compensation & Related Policies

Policy changes have implications for both equity plan voting and director over-boarding.

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ISS has changed its methodology for assessing treasury-based incentive plans with effect in 2016. In addition, both ISS and Glass Lewis have changed their standards for director “over-boarding” with effect in 2017. Equity Plan Voting As expected, ISS is introducing…

Horses for Courses

How compensation committees can choose the performance metrics that are right for their business.

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Incentive plans have two primary purposes: 1) To motivate behaviour and drive performance aligned with strategy and 2) To align rewards with shareholder interests. From these two simple purposes come the most difficult work of the compensation committee and an…

Setting Annual Incentive Targets When Commodity Price Drops

One of the hardest challenges for a Compensation Committee is to set annual incentive performance targets at levels that are lower than the prior year’s actual performance.

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One of the hardest challenges for a Compensation Committee is to set annual incentive performance targets at levels that are lower than the prior year’s actual performance. It is difficult to explain to shareholders when share price is dropping, how…

Commodity Price Impact on Evaluating Performance

How to Manage Pay for Performance Measures in a Volatile Commodity Market

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Commodity prices can have a significant effect on share price and also on financial performance measures used by energy companies. This makes paying for performance at energy companies challenging because commodity price volatility can create misalignment between management efforts, management…

Review of Horizontal Benchmarking and Its Impact on CEO Compensation and Pay Disparity

Meridian’s Analysts Share Their Findings After Surveying Academic Studies And Compensation Trends And What They Have To Say About Horizontal Benchmarking And CEO Pay

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Executive Summary Introduction Meridian was asked by a group of six Canadian banks (“the Banks”) to review horizontal benchmarking and its potential impact on CEO Compensation and pay disparity to assist with their consideration of concerns raised in shareholder proposals.…

Under the Microscope

8 Keys to Benchmarking Pay to Withstand Stakeholder Scrutiny

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Say on Pay, ISS and activist investors have increased their focus on how companies benchmark pay and have raised the question whether benchmarking is used to inflate executive pay. This is particularly important in the energy sectors where pay levels…

Effective Governance of Executive Compensation Benchmarking

Strong Governance and Benchmarking Play an Important Role in Keeping Accountability for Executive Pay Decisions

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Benchmarking is commonly used to set and assess executive pay levels and design practices. Strong compensation governance processes and careful development and use of benchmarking data are essential for HR Committees to critically evaluate executive pay. Executive pay decisions are…

Exercise of Discretion in Incentive Plans: Good, Bad or Ugly

The Question of How to Appropriately Exercise Discretion is Becoming More and More Difficult for Firms

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As shareholders and proxy advisors increase their focus on pay for performance, the questions of whether and how to exercise discretion in compensation programs have become more important and much more difficult to answer. For energy companies in particular the…

Assessing Long-Term Performance

Combining Absolute and Relative Measures in the Energy Industry

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Measuring long-term performance for companies in the energy industry is challenging because macro-economic factors, such as commodity prices, and company specific factors, such as particular asset portfolios, make it difficult to assess performance. A mix of absolute and relative measures…