Thought Capital

As a Manager based in the Toronto office, Emily focuses on important moments in a company's growth, such as going public through IPOs or RTOs, and handling mergers and strategic reviews.  In these special situations, companies need to take a deep dive to figure out if their incentive programs are set up to achieve their goals.

In the latest edition of our “Insights in Action” video series, Emily talks about the vital role of tailored approaches in guiding compensation decisions and fostering collaboration with clients. She emphasizes the significance of understanding unique business needs and principles as the foundation for crafting creative solutions, particularly in complex situations. Emily highlights the value of early and open communication and the strategic use of guiding principles to achieve alignment and facilitate effective decision-making.

Ken founded Hugessen Consulting in 2006 to meet the growing demand from boards for direct access to independent advice on executive compensation and related performance and governance matters.

In the latest edition of our 'Insights in Action' video series, Ken talks about the fundamental factors contributing to the firm's success. He highlights the unwavering belief in the quality of their team and the diligent processes in selecting and developing individuals. This belief has led to the formation of a team he considers as exceptional contributors. Ken also delves into the critical role of fostering strong client relationships, emphasizing the firm's commitment to excellence and innovation. He shares insights on the evolving role of boards in enhancing their performance and navigating shareholder expectations. Ken's perspective underscores the significance of accountability, particularly in the context of say on pay and majority voting mechanisms, and acknowledges the essential role of the people who have chosen to be a part of the firm's journey.

Determining an Executive Chair’s compensation can be a relatively complex exercise. To assist Boards in making informed decisions, we have outlined key considerations in this article.

The abrupt and complete collapse of SVB provides a potent case with which to examine the utility of the various components of executive pay disclosure. This article aims to help readers reconcile these vastly different truths. Although the SCT and PVP disclosure seem to contradict, they are in fact complimentary pieces of information that provide stakeholders with a valuable perspective on the company’s approach to executive pay.

ESG metrics are a valuable tool to align executive interests with company goals and corporate governance expectations. It is important to carefully select ESG metrics and structure the compensation packages such that they are implemented in a meaningful and impactful way. This article outlines considerations for selecting ESG metrics for inclusion in a compensation program, and walks through an illustrative example.

Earlier articles in our series outlined the rationale for including ESG in executive compensation and introduced a framework to guide companies in identifying where they are in their ESG journey. Our next article will examine whether a company’s selected ESG metric(s) should be incorporated in the short or long term incentive program.

Larry Fink’s annual Letter to CEOs has become an anticipated dispatch that sets the tone for the upcoming proxy season, and this year’s edition is no exception. This article provides a summary of themes from the 2023 letter and our key takeways for consideration.

In this article, we introduce one framework that companies can use to identify where they are in their ESG journey and areas for improvement. This assessment can then inform the development of robust, meaningful ESG measures in compensation.

The focus on ESG (Environmental, Social, and Governance) in corporate Canada continues to build.  Boards and management teams increasingly review strategy and risk through an ESG lens, and shareholders and stakeholders expect companies to demonstrate measurable progress against their ESG objectives.

In this first article of our ESG series, we provide our perspective on why ESG metrics should be included in executive compensation incentive design.

In response to the increasing stakeholder focus on governance practices for organizations, Hugessen’s Board Effectiveness practice conducted an inaugural review of the TSX Composite to identify corporate governance trends, particularly as they relate to Board Effectiveness and diversity. This article is intended to identify the practices and considerations that improve boards’ effectiveness. This is particularly relevant now as companies look to draft their 2023 proxy circulars. The 2022 proxy research is complimented throughout with insights from Hugessen’s November 2022 annual Director Pulse Survey.

The Fall 2022 edition of our Director Pulse Survey provides insights into how Canadian directors are seeing 2022 pay and performance decision-making, 2023 key board priorities, the impacts of inflation on compensation, the evolution of ESG in incentive plans, and a new feature on board effectiveness insights.