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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.
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.
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