ENDP » Topics » Roles and Responsibilities of Compensation Committee

This excerpt taken from the ENDP DEF 14A filed Apr 29, 2009.

Roles and Responsibilities of Compensation Committee

The primary purpose of the Compensation Committee is to conduct reviews of the Company’s general executive compensation policies and strategies and oversee and evaluate the Company’s overall compensation structure and programs. The Compensation Committee confirms that total compensation paid to the chief executive officer, chief financial officer and those other individuals included in the Summary Compensation Table is reasonable and competitive. All of these individuals are referred to as the “named executive officers”. Direct responsibilities of the Compensation Committee include, but are not limited to:

 

   

evaluating and approving goals and objectives relevant to compensation of the chief executive officer and other named executive officers, and evaluating the performance of the executives in light of those goals and objectives;

 

   

determining and recommending for approval by the Board of Directors the compensation level of the chief executive officer;

 

   

evaluating and approving compensation levels of the named executive officers (and certain other employees);

 

   

evaluating and approving all grants of equity-based compensation to the named executive officers (and certain other employees);

 

   

recommending to the Board compensation policies for outside directors;

 

   

reviewing performance-based and equity-based incentive plans for the chief executive officer, other named executive officers, and reviewing other benefit programs presented to the Compensation Committee by management;

 

   

reviewing and approving the aggregate amount of dollars, in the case of the annual incentive compensation (IC), and stock options and restricted stock units, in the case of the annual long-term incentive compensation, that is available to the Company each year; and

 

   

establishing a succession plan.

This excerpt taken from the ENDP DEF 14A filed May 23, 2008.

Roles and Responsibilities of Compensation Committee

The primary purpose of the Compensation Committee is to conduct reviews of the Company’s general executive compensation policies and strategies and oversee and evaluate the Company’s overall compensation structure and programs. The Compensation Committee confirms that total compensation paid to the chief executive officer, chief financial officer and those other individuals included in the Summary Compensation Table on page 34 is reasonable and competitive. All of these individuals are referred to as the “named executive officers”. Direct responsibilities of the Compensation Committee include, but are not limited to:

 

   

evaluating and approving goals and objectives relevant to compensation of the chief executive officer and other named executive officers, and evaluating the performance of the executives in light of those goals and objectives;

 

   

determining and recommending for approval by the Board of Directors the compensation level of the chief executive officer;

 

   

evaluating and approving compensation levels of the named executive officers (and certain other employees);

 

   

evaluating and approving all grants of equity-based compensation to the named executive officers (and certain other employees);

 

   

recommending to the Board compensation policies for outside directors;

 

   

reviewing performance-based and equity-based incentive plans for the chief executive officer, other named executive officers and certain other employees and reviewing other benefit programs presented to the Compensation Committee by management; and

 

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reviewing and approving the aggregate amount of dollars, in the case of the annual incentive compensation (IC), and stock options and restricted stock units, in the case of the annual long-term incentive compensation, that is available to the Company each year (these aggregate amounts are then divided among the employees in the discretion of management based on each employee’s performance).

These excerpts taken from the ENDP 10-K filed Apr 29, 2008.

Roles and Responsibilities of Compensation Committee

The primary purpose of the Compensation Committee is to conduct reviews of the Company’s general executive compensation policies and strategies and oversee and evaluate the Company’s overall compensation structure and programs. The Compensation Committee confirms that total compensation paid to the chief executive officer, chief financial officer and those other individuals included in the Summary Compensation Table set out under the heading “Compensation of Executive Officers” is reasonable and competitive. All of these individuals are referred to as the “named executive officers”. Direct responsibilities of the Compensation Committee include, but are not limited to:

 

   

evaluating and approving goals and objectives relevant to compensation of the chief executive officer and other named executive officers, and evaluating the performance of the executives in light of those goals and objectives;

 

   

determining and recommending for approval by the Board of Directors the compensation level of the chief executive officer;

 

   

evaluating and approving compensation levels of the named executive officers (and certain other employees);

 

   

evaluating and approving all grants of equity-based compensation to the named executive officers (and certain other employees);

 

   

recommending to the Board compensation policies for outside directors;

 

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reviewing performance-based and equity-based incentive plans for the chief executive officer, other named executive officers and certain other employees and reviewing other benefit programs presented to the Compensation Committee by management; and

 

   

reviewing and approving the aggregate amount of dollars, in the case of the annual incentive compensation (IC), and stock options and restricted stock units, in the case of the annual long-term incentive compensation, that is available to the Company each year (these aggregate amounts are then divided among the employees in the discretion of management based on each employee’s performance).

Roles and Responsibilities of Compensation Committee

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">The primary purpose of the Compensation Committee is to conduct reviews of the Company’s general executive compensation policies and strategies and
oversee and evaluate the Company’s overall compensation structure and programs. The Compensation Committee confirms that total compensation paid to the chief executive officer, chief financial officer and those other individuals included in the
Summary Compensation Table set out under the heading “Compensation of Executive Officers” is reasonable and competitive. All of these individuals are referred to as the “named executive officers”. Direct responsibilities
of the Compensation Committee include, but are not limited to:

 







  

evaluating and approving goals and objectives relevant to compensation of the chief executive officer and other named executive officers, and evaluating the
performance of the executives in light of those goals and objectives;

 







  

determining and recommending for approval by the Board of Directors the compensation level of the chief executive officer;

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

evaluating and approving compensation levels of the named executive officers (and certain other employees);

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

evaluating and approving all grants of equity-based compensation to the named executive officers (and certain other employees);

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

recommending to the Board compensation policies for outside directors;

SIZE="1"> 


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reviewing performance-based and equity-based incentive plans for the chief executive officer, other named executive officers and certain other employees and
reviewing other benefit programs presented to the Compensation Committee by management; and

 







  

reviewing and approving the aggregate amount of dollars, in the case of the annual incentive compensation (IC), and stock options and restricted stock units, in the
case of the annual long-term incentive compensation, that is available to the Company each year (these aggregate amounts are then divided among the employees in the discretion of management based on each employee’s performance).

This excerpt taken from the ENDP DEF 14A filed Apr 30, 2007.

Roles and Responsibilities of Compensation Committee

The primary purpose of the Compensation Committee is to conduct reviews of the Company’s general executive compensation policies and strategies and oversee and evaluate the Company’s overall compensation structure and programs. The Compensation Committee confirms that total compensation paid to the chief executive officer, chief financial officer and those other individuals included in the Summary Compensation Table on page 33 is fair, reasonable and competitive. All of these individuals are referred to as the “named executive officers”. Direct responsibilities of the Committee include, but are not limited to:

 

   

evaluating and approving goals and objectives relevant to compensation of the chief executive officer and other named executive officers, and evaluating the performance of the executives in light of those goals and objectives;

 

   

determining and approving the compensation level for the chief executive officer;

 

   

evaluating and approving compensation levels of other executive officers;

 

   

evaluating and approving all grants of equity-based compensation to executive officers;

 

   

recommending to the Board compensation policies for outside directors;

 

   

reviewing performance-based and equity-based incentive plans for the chief executive officer and other named executive officers and reviewing other benefit programs presented to the Committee by the chief executive officer; and

 

22


   

reviewing and approving the aggregate amount of dollars, in the case of the annual incentive compensation (IC), and stock options, in the case of the annual long-term incentive compensation, that is available to the Company each year (these aggregate amounts are then divided among the employees in the discretion of management based on each employee’s performance).

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