WDC » Topics » Role of the Compensation Consultant

This excerpt taken from the WDC DEF 14A filed Sep 28, 2009.
Role of the Compensation Consultant
 
The Compensation Committee’s practice has been to retain compensation consultants to provide objective advice and counsel to the Compensation Committee on all matters related to the compensation of our executive officers and our compensation programs generally. Mercer has been retained by the Compensation Committee as its compensation consultant. The Compensation Committee’s relationship with Mercer is reviewed annually and has continued in fiscal 2009 with Mercer attending all in-person meetings of the Compensation Committee held during the year. Mercer’s responsibilities for fiscal 2009 generally included, among other things:
 
  •  providing recommendations regarding the composition of our peer group (described below);
 
  •  gathering and analyzing publicly available proxy data for the peer group and other peer group data;
 
  •  analyzing pay survey data;
 
  •  providing best practices and advice regarding compensation trends;
 
  •  reviewing and advising on the performance measures to be used in bonus formulas;
 
  •  reviewing and advising on management recommendations regarding target bonus levels, actual bonuses paid and the design and size of equity awards; and
 
  •  advising on the Compensation Committee’s charter.


22


Table of Contents

 
Mercer communicates regularly with management to gather information and review management proposals, but reports directly to the Compensation Committee. Mercer and certain of its affiliates also provide welfare plan consulting, actuarial and plan administration services to the company with respect to the company’s general employee benefit plans and programs. However, Mercer has established and followed safeguards between the executive compensation consultants engaged by the Compensation Committee and the other service providers to the company. Specifically, Mercer provides to the Compensation Committee an annual update on Mercer’s financial relationship with the company, as well as written assurances that, within the Mercer organization, the Mercer consultant who performs executive compensation services for the Compensation Committee has a reporting relationship and compensation determined separately from Mercer’s other lines of business and from its other work for the company. These safeguards are designed to help ensure that the Compensation Committee’s executive compensation consultants continue to fulfill their role in providing objective, unbiased advice.
 
This excerpt taken from the WDC DEF 14A filed Sep 23, 2008.
Role of the Compensation Consultant
 
The Compensation Committee’s practice has been to retain compensation consultants to provide objective advice and counsel to the Compensation Committee on all matters related to the compensation of our executive officers and our compensation programs generally. Mercer has been retained by the Compensation Committee as its compensation consultant. The Compensation Committee’s relationship with Mercer is reviewed annually and has continued in fiscal 2008 with Mercer attending all in-person meetings of the Compensation Committee held during the year. Mercer’s responsibilities for fiscal 2008 generally included, among other things:
 
  •  providing recommendations regarding the composition of our peer group (described below);
 
  •  gathering and analyzing publicly available proxy data for the peer group and other peer group data;
 
  •  analyzing pay survey data;
 
  •  providing best practices and advice regarding compensation trends;
 
  •  reviewing and advising on the performance measures to be used in bonus formulas;
 
  •  reviewing and advising on management recommendations regarding target bonus levels, actual bonuses paid and the design and size of equity awards; and
 
  •  advising on the Compensation Committee’s charter.
 
Mercer communicates regularly with management to gather information and review management proposals, but reports directly to the Compensation Committee. Mercer and certain of its affiliates also provide welfare plan consulting, actuarial and plan administration services to the company with respect to the company’s general employee benefit plans and programs. However, Mercer has established safeguards between the executive compensation consultants engaged by the Compensation Committee and the other service providers to the company. These safeguards are designed to help ensure that the Compensation Committee’s executive compensation consultants continue to fulfill their role in providing objective, unbiased advice.
 
Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki