Proxy Reporting

Overview: 

As the SEC Disclosure rules continually evolve, it is of paramount importance to ensure that the Compensation Discussion & Analysis (CD&A) and corresponding Tabular Disclosures of proxy statements are developed properly.  The CD&A must explain and justify the material elements of the Company’s compensation of the Named Executive Officers relative to the following items:  

• The objectives of the compensation program(s);
  
• What each compensation program is designed to reward;
  
• Each element of compensation;
  
• Why each element was chosen;
  
• How amounts and formulas for pay are determined; and
  
• How each compensation element and the Company’s decisions regarding that element fit into its overall compensation objectives, and affect decisions regarding other elements.
  

How we can help:

CRI is available to assist public companies in the development of the CD&A and Tabular Disclosures in the following ways:

• Review best practices in the market
  
• Provide updates on key shareholder group concerns (i.e. Risk Metrics)
  
• Conduct training with the Compensation Committee, Board of Directors, and Senior Management to ensure their understanding of the SEC Disclosure Rules
  
• Act as a facilitator with the Compensation Committee to ascertain their justification for compensation actions on behalf of the Named Executive Officers
  
• Prepare CD&A for proxy statements
  
• Prepare Tabular Disclosures for proxy statements