• Large utility company that underwent a transformative acquisition resulting in substantial change in the business’ size and geographic diversity
  • Board was undergoing a 2-3 year succession plan
  • As a result of the acquisition, the Board was looking to attract director expertise from outside the Canadian market and needed an appropriate director pay program attractive to the ideal candidates

The Issues

  • Client was a Canadian headquartered and TSX listed entity despite significantly multi-national operations – client had to balance difference in geographic pay practices
  • A weak business environment was dampening the ability to make any significant changes

Our Mandate

Solving for Director Pay

Retained by the Governance Committee to develop a balanced approach to benchmarking pay levels in a multi-national context, including the development of appropriate peer groups

Benchmarked competitive pay levels, normalizing various director profiles to standardize comparison of different committee structures, meeting fee practices and number of meetings across peer companies

Developed alternative approaches for addressing foreign currency for both the benchmarking of foreign peers and setting pay for potential foreign directors

Provided an overview of general market trends and additional considerations such as equity retainer mechanics, meeting fee structures, cash retainer deferrals, travel fees, and share ownership guidelines