Key institutional shareholders use CEO pay for performance as a critical consideration in determining how to vote on Say on Pay, especially as a CEO's tenure grows and company returns increasingly reflect the incumbent's strategies and performance.

After nearly three years, on September 18, 2013, the SEC issued proposed rules for one of the most contentious executive compensation provisions of the Dodd-Frank Act –CEO pay ratio disclosures.

Driven by volatile stock markets, stock option expensing, and shareholder advisory firm mischaracterization of stock options as non-performance-based compensation, many companies have significantly shifted away from stock options toward service-based restricted stock and/or long-term performance plans such as performance shares, performance share units, or performance cash units.

The confluence of Say on Pay (SOP) votes and heightened scrutiny plus the influence of proxy advisory firms (particularly ISS) are having a major unintended consequence

Critics of executive compensation suggest that CEO pay escalates because companies chase an ever-rising market median driven by comparisons to even larger peer companies and...

The third Say on Pay season is underway and Institutional Shareholder Services (ISS) is continuing to exert its considerable influence on investors through its voting recommendations.

On March 3, 2013, voters in Switzerland made headlines by approving the Minder Initiative, giving shareholders far-reaching influence over the executive compensation and governance matters of publicly traded Swiss companies.