Ủy ban bồi thường ở khắp mọi nơi đang cảm thấy sức nóng của giám sát công dữ dội. Không có gì tarnishes một hội đồng quản trị (hoặc thu hút các nhà quản lý) giống như một giám đốc điều hành đi bộ đi với một gói phần mềm trả tiền rất lớn trong khi bị buộc phải cho không thực, hoặc khi một thị trường tăng làm cho số tiền bồi thường obscenely lớn. | Chapter Seven I CEO Compensation Compensation Committees everywhere are feeling the heat of intense public scrutiny. Nothing tarnishes a board or attracts regulators like a CEO walking away with a huge pay package while being forced out for nonperformance or when a bull market makes the dollar amount of compensation obscenely large. Michael Ovitz s 140 million severance package Jean-Marie Messier s A1 million severance and Richard Grasso s million pay package may be exceptional but they made headlines and put all boards under fire. The challenge to Compensation Committees is clear ensure that compensation plans pass the test of common sense and reward top management for building the intrinsic value of the business. Compensation is the sharpest tool for ensuring that the CEO acts in the best interest of the company and its investors and boards have to use it effectively. In addition they need to align the CEO s compensation with that of direct reports so that the same principles drive the actions of the whole senior management team. Boards must get a handle on CEO compensation once and for all. Pay for performance has long been the goal but even well-intentioned boards have had trouble with it in practice. Something goes wrong in defining performance measuring it and matching rewards to it whether it s overrelying on a single measure of performance or creating complex systems that obscure the total package. A whole new approach to CEO compensation is in order one in which tax efficiencies don t dominate and performance is measured by more than nominal stock price or any one other variable. Instead compensation plans should be clear straightforward and built around a combination of objectives that reflect the board s 94 CEO Compensation 95 careful judgments about what is truly important for the company. Some of those objectives will be qualitative and therefore harder to measure but this is where boards can shine by consistently exercising keen judgment and .
