The Importance Of Good Compensation Committee Minutes – 7 Tips

Orrick, Herrington & Sutcliffe LLP

With the recent increase in proxy litigation and the public focus on executive pay, it is very important that the minutes of the compensation committee of the board of directors be recorded properly. Following are some tips for taking good minutes; an ounce of prevention is worth a pound of cure:

1. Advance Preparation/Choreography: Have a pre-established calendar of meetings with, to the greatest extent possible, repeatable agenda items and background materials and resolutions prepared and distributed to the committee well in advance by an integrated team of inside and outside experts. Have a pre-meeting call with the CC chair for each meeting.

2. Who Should Attend: For a variety of reasons, attendance at the meeting should be limited to the following...

Please see full alert below for more information.

LOADING PDF: If there are any problems, click here to download the file.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Orrick, Herrington & Sutcliffe LLP | Attorney Advertising

Written by:

Orrick, Herrington & Sutcliffe LLP

Orrick, Herrington & Sutcliffe LLP on:

Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide
- hide

This website uses cookies to improve user experience, track anonymous site usage, store authorization tokens and permit sharing on social media networks. By continuing to browse this website you accept the use of cookies. Click here to read more about how we use cookies.