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Compensation Committees

An addendum to Board Committees that focuses on the setup and structure of compensation committees. Includes results of a member survey on the subject. (2000)
Printed copy ($70/$40) PDF Download ($50/$30)

Table of Contents

Introduction
1
Why Do Boards Form Compensation Committees?
2
What Do Compensation Committees Do?
4
Who Serves on Compensation Committees?
7
How Do Compensation Committees Operate?
9
What is the Corporate Secretary's Role?
12
Conclusion
18
Some Useful References
19
List of Appendices
22

A: Sample By-Law Provisions on Compensation Committees
23

B: Sample Board Resolutions Establishing a Compensation Committee
24

C: Sample Annual Schedule of Compensation Committee Agenda Items
25

D: Sample Compensation Committee Charter

27

E: Sample ERISA Board and Management Committee Charters

32

F: Sample Pension and Benefits Committee Charter

34

G: Sample CEO Evaluation Form
36

H: Definitions of Independence for Compensation Committee Members
39

I: Sample Self-Assessment Form for Compensation Committee
41

J: Background Information for New Compensation Committee Members
45

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