Law 2863 - Executive Compensation and Corporate Governance
The compensation of senior executives at U.S. corporations has skyrocketed over the last few decades and significantly outpaced the growth in compensation of rank and file workers. This course will explore the regulatory, tax and governance issues affecting the design and implementation of executive compensation arrangements at major U.S. public companies and at financial institutions engaged in business in the U.S. We will explore the role of boards of directors and compensation committees in setting pay levels and assess the efforts by SROs, regulators and institutional shareholders at limiting the rise in executive pay. We will analyze the SEC’s rules for public companies related to the reporting and disclosure of compensation of executive officers. We will examine the tax principles that affect compensation design. We will also analyze the most common types of compensation arrangements (stock options, carried interests, restricted stock, and performance awards) and evaluate the impact of say-on-pay, claw backs, mandatory deferrals and risk-based compensation on executive wealth accumulation, corporate performance, and governance.
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