Connecticut Treasurer Obtains Better Internal Pay Equity Disclosure - CorporateCunsel.net - 8/21/08

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The Practical Corporate & Securities Law Blog



http://www.thecorporatecounsel.net/blog/archive/001862.html



 
 

Broc Romanek and Dave Lynn are Editors of TheCorporateCounsel.net



August 21, 2008

Connecticut Treasurer Obtains Better Internal Pay Equity Disclosure


Recently, the Connecticut Treasurer - through the Connecticut Retirement Plans and Trust Funds - issued this press release
to announce that it has withdrawn shareholder proposals at Abercrombie
& Fitch and Supervalu after the companies pledged to disclose
information relating to pay differences among top executives. Although
it's unknown whether these two companies will adopt all of the
requested elements sought by the withdrawn shareholder proposals (their
proxy statements have vague statements about use of internal pay
equity), here are the four pieces of the internal pay equity policy
that the Connecticut Treasurer proposed:


- The Committee should receive data on internal pay equity at peer group companies at least annually.

- The Committee should consider internal pay equity in (a) the
establishment, modification and termination of senior executive pay
plans and programs and (b) making specific awards under those plans and
programs.

- The Committee should provide the internal pay equity data it
receives, as well as any analysis performed by it or its outside
advisors, to the board as a whole (or an appropriate Board committee)
at least annually to assist in evaluating succession planning.

- The Company should disclose to stockholders on its website or in its
proxy statement the role of internal pay equity considerations in the
process of setting compensation for the CEO and other NEOs.


It will be interesting to see how more shareholders demand changes
in board's benchmarking practices in the near future. We have posted
copies of the internal pay equity shareholder proposals in our "Internal Pay Equity" Practice Area on CompensationStandards.com.


Study: Leadership Pay Disparities


While we're on the topic of internal pay equity, here is an interesting excerpt from Professor Lisa Fairfax posted on the "Conglomerate Blog":


I recently ran across a 2007 study
conducted by the Institute for Policy Studies, a progressive research
center, which published figures on the pay disparities of various
people in leadership positions. Based on 2005 and 2006 data, the study
focused on the median salaries for the twenty highest paid individuals
in various sectors. It found the following:

- Congress members: $171,720

- Military leaders: $178,542

- Federal executive branch: $198,369

- Heads of non-profit organizations: $968,698

- Heads of publicly held companies: $36.4 million



Recently, I posted this same blurb on "The Advisor's Blog"
on CompensationStandards.com and received quite a variety of responses.
Some criticized the way the study was prepared - some had a visceral
reaction to the stats...


CEO Pay Remains in the News


Warning signs over excessive pay and those who won't stand for it
anymore continue to pop up all around us. For example, recently - as
noted in this Washington Post article
- the Maryland Insurance Commissioner cut in half the $18 million
severance package paid to a former CareFirst BlueCross BlueShield CEO,
saying the CareFirst board failed to restrain his compensation.


It's also noteworthy that UnitedHealth Group has settled the two
class action lawsuits over its options backdating for the unbelievable
amount of $912 million (this is on top of the more than $600 million
the former CEO has proposed to repay to settle the lawsuit against
him). Shortly afterwards, the company announced it was laying off 6% of its workforce.


- Broc Romanek



Posted by broc at 06:04 AM

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