This excerpt taken from the WFC DEF 14A filed Mar 18, 2009.
Review of Incentive Compensation Programs for Excessive Risks
Under interim regulations issued by the Treasury Department in connection with the Companys participation in TARP CPP, the HRC was required to meet with the Companys senior risk officers to identify whether there were any features in our incentive compensation arrangements for our SEOs that would encourage an individual SEO to take unnecessary and excessive risks that could threaten the value of the financial institution. The HRC met with our senior credit, risk management and compliance, and audit officers in January 2009 to conduct this review, and will update this review at least annually with these same executives. Following this meeting, the HRC concluded and certified that the Companys incentive compensation arrangements would not encourage our SEOs to take unnecessary and excessive risks that could threaten the value of the Company. See HRC Review of Incentive Compensation Programs for Senior Executive Officers above. The HRCs certification of this review as required by the TARP CPP regulations is included as part of the Compensation Committee Report; Certification of Review of SEO Incentive Compensation on page 52 of this proxy statement.