Board Director, CEO, Executive & Management Compensation – Roger Gurr & Associates

By: Roger Gurr & Associates  09-12-2011
Keywords: Executive Compensation, Stock Ownership Guidelines

Roger Gurr & Associates has extensive experience in a wide array of board director, executive and management compensation services. We provide the following services to many medium sized companies with a market cap in the range of $25 million to $3 billion.

Compensation Strategy
  • Develop the appropriate market or comparator organizations - Identify the key elements of executive compensation
  • Select the appropriate position relative to market
  • Determine the relative importance of performance based pay
Analysis of Compensation Information
  • Analyse proxy data information for executive jobs
  • Develop appropriate competitive levels (median, top quartile, etc.)
  • Confirm findings with other databanks - Use Gurr databank (eg GEM – Gurr Executive Mining)
  • Compare actual compensation with the marketplace
Base Salaries
  • Evaluate the relative importance of jobs
  • Classify jobs into grades
  • Determine salary midpoints and ranges
  • Relate position in salary range with individual performance
Bonus Plans
  • Determine bonus opportunity
  • Determine timing of performance based awards
  • Identify the performance parameters
  • Design the bonus plan with linkages to performance (company, division, personal)
Long Term Incentives
  • Select plan - stock option, restricted stock, shadow equity, performance units, etc.
  • Design plan including performance criteria and vesting provisions
  • Calculate reasonable issuance levels – annual, upon appointment, ad hoc
  • Review of company capacity and dilution issues of equity based plans - Review of potential cash drain of cash alternatives
Benefits & Perquisites
  • Advise on the overall level of competitiveness of benefits, pension, perquisites and time-off-with-pay in accordance with the marketplace and the selected compensation strategy
Special Retention/Bonus Plans
  • Mid term incentive plans
  • Major event bonus eg. mine start up
  • Turnaround bonus plans and awards
Executive Contracts
  • Advise on the content of executive contracts, including change of control provisions, termination allowances
  • Compare to typical market practices related to change of control and termination allowances
Acquisitions, Divestments & Plans of Arrangement
  • Analyse and review proposals related to the reasonableness and governance of executive compensation in the case of major acquisitions, divestments or plans of arrangement
Attraction of Executives (& Directors)
  • Advise on the compensation package to recruit executives (and directors) including recruitment/appointment incentives and one time issuances of long-term incentives
Board Director Compensation
  • Assess market trends in the levels and types of compensation (retainer, meeting fees, equity based compensation, etc.) being delivered to board and committee members -Determine the proposed approach to director compensation, based upon the company compensation strategy
  • Using proxy information, review director pay levels and practices of comparator companies
  • Prepare recommendations for cash and equity based compensation, including (as appropriate) payment for travel time and meeting attendance by telephone.
  • Assess value and additional compensation for such positions as Board Chair, Lead Director and Committee Chairs
Advisory Boards
  • Develop recommendations for compensation of members of Advisory Boards
Stock Ownership Guidelines
  • Develop stock ownership guidelines for executives and directors to improve the alignment of interests with shareholders
Business Continuity
  • Assist in the broad assessment of the strength and continuity of the executive team and any current or potential weaknesses, especially related to retention of high performers
  • Prepare compensation and other recommendations to enhance retention Develop long term plans to assure succession planning and continuity in key executive positions
The information in this article was current at 06 Dec 2011

Keywords: Executive Compensation, Stock Ownership Guidelines

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