Resource Library Board Composition

The following chapter explores how and why compensation committees’ mandates are evolving, why the shift is so important, and the steps boards can take to make the most of their expanded role.

Board diversity is claiming a wider share of the spotlight in boardrooms. BlackRock, Vanguard, and many of the largest asset managers have shifted their focus from addressing proxy access and board classification issues to developing voting guidelines on certain broader environmental, social, and governance (ESG) issues" including board diversity.

In a Q&A with Equilar, Blair Jones offers her insights on the issues surrounding board composition and director recruiting, including but not limited to board size, age and tenure limits, diversity, and committee construction.

The evidence to date does not suggest a significant shift to performance-contingent stock options, despite the pressure for companies to enhance the appearance of having "performance-based" pay. Yet there are circumstances where this vehicle may make good sense, and in this article we outline the benefits and risks of performance options, and when they might be considered as part of an overall pay strategy.