Today, companies are judged by the independent decision making of their Board and key Board Committees as much as their bottom line. Make sure your Compensation Committee is doing all it can to identify key executive compensation issues and risks, to ensure adequate controls are in place, and to maintain vigilant oversight on management.

The bar has been raised for executive compensation governance. Infrequent and largely ceremonial meetings at which Compensation Committee members are the audience for massive doses of well-rehearsed presentations before being asked to rubber-stamp management’s proposals will not satisfy your Committee’s vigilant oversight role.

Compensation Committee members are more accountable to shareholders than ever, but they often lack the information and guidance necessary to protect themselves from personal liability.