Mountains Goes High;
Water Flows Low;
To Be Continue....
Friday, April 15, 2005
Thursday, April 14, 2005
Seagull Leadership - Stay on Target!!
From The Nature...
That is where we Learn About Leadership!!
In the Case of Seagull;
Which I research into, when I was living in Swansea, United Kingdom...
I found is:
Seagull have a Team Leader, Seagulls all follows the signal or commuicating Language of their Leader.
Also, once they found the Leader is incapable in the position, they would remove him.
Did Seagull Leader Attended the Elite Business School for MBA or Phd or Dsc??
Absolutely Not!!
What they know is With Food We Travel!!
When I throw the bread out of the window or offering bread or fish at the beach of Swansea Bay. They would rush for the target -- Food!!
The old saying of:
People Go for Death Because of Money;
Birds go for Death Because of Food!!
Monday, April 11, 2005
Garfield & Snail
Don't Worries You Are Slow!!
The Wisdom is:
Do Not Worries About You Are Slow;
You Should Concern About You Just Standing There!!
Friday, April 08, 2005
Blogger Down for the last 48 hours
Due To Blogger server problem. I am unable to Post for the last 2 days.
I will be resume the posting tomorrow.
Stay in tune. Thanks...
I will be resume the posting tomorrow.
Stay in tune. Thanks...
Sunday, April 03, 2005
CEO pay packages 'business as usual' There is some evidence CEO's are tempering their own pay
It is for sure that CEO Pay's & Remunerations should tied in with their performance.
However, The so call
Culture Value
http://www.blogger.com/images/bold.gif
bold
Spirit of Giving
Individual Commitments
Leadership Quality
Moral, Ethics & Conducts
Have been replaced by the emphasis of "Monetary Gain" & "Celebrityship" of the individual "CEO"!!
Any individual who can convince the Head Hunter as well as the Board to Hire them, then the "Monetary" & "Celebrity Flame" , once appointed, these 2things are guaranty!!
Looking back at those old time. The King or Emperor is the supreme command or authority in Compensations & Rewards. All the stardome of Minister's or Genral's or Official's are control by the Emperor or the King. Hence the Valuations is done at the very top level. These may look the same for small businesses . But it don't apply to the Midium Size firm's & Big Coporation's today.
As Sun Tze said:
If the Leader or his fellow soldier's have to resort to Bribery, then the country existence would be in danger!!
CEO pay packages 'business as usual'
There is some evidence CEO's are tempering their own pay
BY GARY STRAUSS and BARBARA HANSEN
Big CEO paydays are back in style.
After three years of modest gains, higher corporate earnings and rising stock prices helped many executives post their largest personal financial windfalls since the go-go 1990s.
CEOs pulled in median compensation of about $14 million in 2004, up 25 percent from 2003, according to a USA Today analysis of the largest 100 public companies filing annual proxies through March 25. Compensation includes salary, bonus, incentives, stock awards, stock-option gains and potential returns from fresh option grants. Data were provided by executive-pay-tracker eComp Data Services.
USA Today reviewed several hundred fiscal 2004 proxy statements filed with the Securities and Exchange Commission and found that some of the biggest compensation winners oversee small companies. Coach's Lew Frankfort pocketed $84 million exercising options, and received fresh grants worth more than $130 million, while Forest Laboratories' Howard Solomon gained $90.5 million from exercising options. Across a broad cross-section of companies, there was extensive use of income-boosting retention bonuses, supplemental retirement pay and perks ranging from tax reimbursements to personal use of corporate jets.
"Forget restraint," said Paul Hodgson, analyst for shareholder watchdog group The Corporate Library. "After years of moderate gains, it's business as usual."
Institutional shareholders, the corporate governance movement and tighter regulatory scrutiny mandated by 2002's Sarbanes-Oxley Act have prompted greater corporate oversight by directors and have emboldened more boards to oust CEOs over non-performance, malfeasance, even moral lapses. Despite new Nasdaq and New York Stock Exchange rules mandating board autonomy, directors remain largely beholden to management when it comes to compensation. The era of CEO pay packages befitting royalty still reigns.
Compensation consultants say many boards are more diligent in linking pay for performance and sensitive to shareholder criticism, especially after several slow years on Wall Street. But "there's still a culture that says any sort of positive performance has to be met with a significant increase in pay," Pat McGurn of proxy adviser Institutional Shareholder Services said. "It's become an executive entitlement system."
Since scandals at Enron, WorldCom and other companies, directors share the same liability for corporate collapses as the CEOs they oversee. So it's understandable that most spend more time scrutinizing management over finances than over executive compensation. Standard & Poor's 500 boards averaged nine audit committee meetings in 2003, up from 7.5 in 2002, the latest years tracked by the Investor Responsibility Research Center. Compensation committees
averaged 5.6 meetings in 2003, vs. five in 2002. Based on current proxy data, there's little apparent change.
"There may be more discussion and agonizing over compensation, but CEO pay has not been directly addressed by new regulations," IRRC governance research chief Carol Bowie said. "It's still up to the compensation committees."
Many changes
Many boards have changed pay practices to better align interests with shareholders. PepsiCo, among others, jettisoned traditional stock options for performance-based restricted shares that are worthless unless earnings targets are met. At Merrill Lynch, all but 2 percent of Stanley O'Neal's $32 million pay package is in restricted shares untouchable until 2009. In 2003, almost 50 percent of O'Neal's $28 million pay was cash.
Board consultants contend CEO pay would have been even higher if not for more diligence. "Directors are giving a lot more consideration to what they're handing out," Blair Jones of Sibson Consulting said.
Veteran board consultant Ira Kay of Watson Wyatt agrees. "Keep in mind that what executives are asking for is quite a bit more than what compensation committees are giving. So it could have been worse."
But at most companies, CEOs still wield influence over their pay. "There's no rule that a CEO can't be present when directors discuss his pay," consultant James Reda said. "And if you ask 10 consultants to evaluate performance, there are no standards. It's an area ripe for misjudgment."
At least there's evidence that some CEOs are tempering their pay. Home builder Toll Bros. bases Robert Toll's annual bonus on a profit and shareholder equity formula that should have netted $49.7 million. Toll agreed to take nearly 40 percent less. Citigroup CEO Chuck Prince, noting regulatory setbacks in the USA and abroad, asked directors to cut his incentive award 15 percent.
Other executives remain tied to pay plans regardless of stock performance. Tommy Hilfiger's contract with the apparel marketer that bears his name pays him $900,000 a year. The company's incentive plan pays Hilfiger 1.5 percent of annual sales above $48.3 million, which provided a $17.4 million bonus in 2004, $19.7 million in 2003 and $21.5 million in 2002. Hilfiger shares? They peaked at $41 in 1999. Wednesday's close: $11.64.
The company declined comment.
Given increasing shareholder unrest and some shift in the fraternal culture among directors, "We're seeing some make moral and ethical obligations to shareholders to make sure pay practices are reasonable," said Bill Coleman of compensation tracker Salary.com. "But you've got boards still saying, 'What does the CEO want?' Most directors are in the ostrich crowd, sticking their heads in the sand and doing what they've always done."
Pay, performance
Among companies where pay and stock performance diverged:
Cincinnati-based Fifth Third Bancorp's shares lost 20 percent and earnings fell 12 percent. But CEO George Schaefer received an $825,000 bonus after directors used their "best business judgment" analyzing measures such as the economy, his progress on regulatory matters and leadership objectives, according to its proxy. Schaefer also got options worth up to $17 million and gained $9 million exercising options. The company did not return calls.
"CEOs should take the biggest hits when the company doesn't perform," said retired Medtronic CEO Bill George, author of "Authentic Leadership: Rediscovering the Secrets to Creating Lasting Value." "We get the benefits when business is good. We should take the biggest hit when it doesn't. Boards can't justify incentive pay because management did as well as it could under the circumstances."
Anheuser-Busch shares have been as flat as day-old beer since Patrick Stokes became CEO in July 2002. In setting Stokes' 2004 salary -- up 5 percent to $1.5 million -- directors gauged shareholder return, financial results, market share and CEO pay at 20 companies. That said, "Actual salary determination is subjective in that there are no specific weightings for the variables considered," Anheuser's proxy said. Since 2002, Stokes has received options potentially worth $290 million. But according to Anheuser, Stokes' holdings are currently worth just $37 million.
Anheuser wants shareholder approval to boost the maximum potential annual bonuses to senior managers 50 percent to $6 million. Stokes received a $3.1 million bonus in 2004. The company declined comment beyond what's in its proxy.
"There can be disconnects in incentive pay and actual performance," said Jan Koors of consultant Pearl Meyer & Partners. "When there are so many subjectives to consider, it's all hocus pocus."
Leadership
Eli Lilly's shares slumped 19 percent in 2004, but CEO Sidney Taurel's combined salary, bonus and stock grant surged 74 percent to $4.6 million. Lilly's board said it considered not only shareholder return and financial results but also Taurel's leadership in "important initiatives to improve the company's productivity" and enabling it to "compete in an increasingly challenging business environment." Lilly directors also concluded that Taurel's compensation was "significantly" below that of his peers, giving him 400,000 options the company valued at about $11 million, vs. 2003's 350,000 option grant worth $7.2 million.
"A significant portion of his compensation is at-risk and dependent upon company performance, and Lilly's financial performance and new product flow was strong in 2004," spokesman Philip Belt said.
Merck shares sank 30 percent after the company pulled its profitable Vioxx pain reliever off the market Sept. 30 because of safety concerns. Directors conceded that operating results were below target but gave Ray Gilmartin a $1.4 million bonus after deciding that he'd met his "personal performance objectives." Gilmartin also received options that Merck's proxy said are valued at $19.2 million. He also pocketed $34.8 million exercising options. With Vioxx's revenue stream still dry, Merck directors are lowering the performance bar for 2005 incentive pay. "Merck's focus is now on the future, on renewing the growth of the company," spokesman Chris Loder said.
Coleman said: "What's troubling is that most directors still aren't holding management accountable for bad circumstances. When is a bad event not the responsibility of management?"
A competitive market
CEO pay will likely spiral higher as the hunt for seasoned replacements at companies such as Fannie Mae and Boeing force boards to pony up fat sign-on deals. Hewlett-Packard just hired NCR's Mark Hurd in a four-year deal potentially worth more than $70 million.
Vacancies at a handful of high-profile companies overshadow broader upheaval. Outplacement firm Challenger Gray & Christmas counted 103 CEO departures in February - the first monthly turnover of more than 100 CEOs since early 2001 - and 92 in January.
A robust CEO job market makes retention crucial at other firms, further driving pay. "Boards will err on the side of paying more because there's so much aggravation in recruiting, given the time, cost and disruption," Kay said.
Increasingly, paying up for talent applies to next-tier managers, especially CFOs. Apple directors want shareholders to approve plans to pay key managers up to $5 million in annual bonuses. Without it, Apple said, its executives make 35 percent less cash than competitive market rates. More problematic, governance experts say, are boards boosting potential payouts even when there's little apparent rationale for higher pay, particularly at companies run by founders or long-tenured CEOs nearing retirement.
"Regardless of how a CEO performs, boards are still caught up in this mantra that if we don't pay this guy, he's going," Hodgson said. "But when was the last time a (poor performer) said he was leaving because he was dissatisfied with his pay package?"
Even if boatloads of CEOs aren't threatening to jump ship, base salaries and target levels for bonuses are creeping higher as companies benchmark rivals. Many boards try to keep their CEO's pay above median levels, a practice known among pay critics as the Lake Wobegon effect: where most every CEO is considered above average. Compensation expert and UCLA professor David Lewin said: "Pay keeps ratcheting up because everyone tries to do better than the Joneses rather than just keeping up with them."
Shareholders revenge?
Increasingly, shareholders are challenging boards to temper CEO pay. More than 100 proposals to curb pay, set stringent performance guidelines and limit severance packages are on shareholder ballots this proxy season, said Shirley Westcott of adviser Proxy Governance. Most boards have resisted similar proposals, contending they limit the ability to attract, retain and motivate management. Even when such measures have gotten majority shareholder approval, boards often ignore them.
Also under consideration: Nearly two dozen shareholder proposals seeking to end the boardroom's insular atmosphere where most shareholders have little choice in selecting directors, essentially affirming management's nominees. Most companies reject the idea and recently persuaded the Securities and Exchange Commission to table implementing an open-access measure enabling shareholders to nominate board candidates.
"Shareholders have little influence, if any, because directors literally can't not be elected," Bowie said. "Most are chosen by boards, and there are the same number as board seats. It's like the communist election system: You can't lose."
Until regulators require companies to provide more disclosure on pay practices and open up director elections, boards are under no pressure to change, governance experts say.
"Large pay packages continue to touch a raw nerve," said Harvard professor Lucian Bebchuk, author of 2004's "Pay Without Performance: The Unfulfilled Promise of Executive Compensation." "As long as boards are unaccountable, Corporate America won't change and fundamental problems will remain."
Business
However, The so call
Culture Value
http://www.blogger.com/images/bold.gif
bold
Spirit of Giving
Individual Commitments
Leadership Quality
Moral, Ethics & Conducts
Have been replaced by the emphasis of "Monetary Gain" & "Celebrityship" of the individual "CEO"!!
Any individual who can convince the Head Hunter as well as the Board to Hire them, then the "Monetary" & "Celebrity Flame" , once appointed, these 2things are guaranty!!
Looking back at those old time. The King or Emperor is the supreme command or authority in Compensations & Rewards. All the stardome of Minister's or Genral's or Official's are control by the Emperor or the King. Hence the Valuations is done at the very top level. These may look the same for small businesses . But it don't apply to the Midium Size firm's & Big Coporation's today.
As Sun Tze said:
If the Leader or his fellow soldier's have to resort to Bribery, then the country existence would be in danger!!
CEO pay packages 'business as usual'
There is some evidence CEO's are tempering their own pay
BY GARY STRAUSS and BARBARA HANSEN
Big CEO paydays are back in style.
After three years of modest gains, higher corporate earnings and rising stock prices helped many executives post their largest personal financial windfalls since the go-go 1990s.
CEOs pulled in median compensation of about $14 million in 2004, up 25 percent from 2003, according to a USA Today analysis of the largest 100 public companies filing annual proxies through March 25. Compensation includes salary, bonus, incentives, stock awards, stock-option gains and potential returns from fresh option grants. Data were provided by executive-pay-tracker eComp Data Services.
USA Today reviewed several hundred fiscal 2004 proxy statements filed with the Securities and Exchange Commission and found that some of the biggest compensation winners oversee small companies. Coach's Lew Frankfort pocketed $84 million exercising options, and received fresh grants worth more than $130 million, while Forest Laboratories' Howard Solomon gained $90.5 million from exercising options. Across a broad cross-section of companies, there was extensive use of income-boosting retention bonuses, supplemental retirement pay and perks ranging from tax reimbursements to personal use of corporate jets.
"Forget restraint," said Paul Hodgson, analyst for shareholder watchdog group The Corporate Library. "After years of moderate gains, it's business as usual."
Institutional shareholders, the corporate governance movement and tighter regulatory scrutiny mandated by 2002's Sarbanes-Oxley Act have prompted greater corporate oversight by directors and have emboldened more boards to oust CEOs over non-performance, malfeasance, even moral lapses. Despite new Nasdaq and New York Stock Exchange rules mandating board autonomy, directors remain largely beholden to management when it comes to compensation. The era of CEO pay packages befitting royalty still reigns.
Compensation consultants say many boards are more diligent in linking pay for performance and sensitive to shareholder criticism, especially after several slow years on Wall Street. But "there's still a culture that says any sort of positive performance has to be met with a significant increase in pay," Pat McGurn of proxy adviser Institutional Shareholder Services said. "It's become an executive entitlement system."
Since scandals at Enron, WorldCom and other companies, directors share the same liability for corporate collapses as the CEOs they oversee. So it's understandable that most spend more time scrutinizing management over finances than over executive compensation. Standard & Poor's 500 boards averaged nine audit committee meetings in 2003, up from 7.5 in 2002, the latest years tracked by the Investor Responsibility Research Center. Compensation committees
averaged 5.6 meetings in 2003, vs. five in 2002. Based on current proxy data, there's little apparent change.
"There may be more discussion and agonizing over compensation, but CEO pay has not been directly addressed by new regulations," IRRC governance research chief Carol Bowie said. "It's still up to the compensation committees."
Many changes
Many boards have changed pay practices to better align interests with shareholders. PepsiCo, among others, jettisoned traditional stock options for performance-based restricted shares that are worthless unless earnings targets are met. At Merrill Lynch, all but 2 percent of Stanley O'Neal's $32 million pay package is in restricted shares untouchable until 2009. In 2003, almost 50 percent of O'Neal's $28 million pay was cash.
Board consultants contend CEO pay would have been even higher if not for more diligence. "Directors are giving a lot more consideration to what they're handing out," Blair Jones of Sibson Consulting said.
Veteran board consultant Ira Kay of Watson Wyatt agrees. "Keep in mind that what executives are asking for is quite a bit more than what compensation committees are giving. So it could have been worse."
But at most companies, CEOs still wield influence over their pay. "There's no rule that a CEO can't be present when directors discuss his pay," consultant James Reda said. "And if you ask 10 consultants to evaluate performance, there are no standards. It's an area ripe for misjudgment."
At least there's evidence that some CEOs are tempering their pay. Home builder Toll Bros. bases Robert Toll's annual bonus on a profit and shareholder equity formula that should have netted $49.7 million. Toll agreed to take nearly 40 percent less. Citigroup CEO Chuck Prince, noting regulatory setbacks in the USA and abroad, asked directors to cut his incentive award 15 percent.
Other executives remain tied to pay plans regardless of stock performance. Tommy Hilfiger's contract with the apparel marketer that bears his name pays him $900,000 a year. The company's incentive plan pays Hilfiger 1.5 percent of annual sales above $48.3 million, which provided a $17.4 million bonus in 2004, $19.7 million in 2003 and $21.5 million in 2002. Hilfiger shares? They peaked at $41 in 1999. Wednesday's close: $11.64.
The company declined comment.
Given increasing shareholder unrest and some shift in the fraternal culture among directors, "We're seeing some make moral and ethical obligations to shareholders to make sure pay practices are reasonable," said Bill Coleman of compensation tracker Salary.com. "But you've got boards still saying, 'What does the CEO want?' Most directors are in the ostrich crowd, sticking their heads in the sand and doing what they've always done."
Pay, performance
Among companies where pay and stock performance diverged:
Cincinnati-based Fifth Third Bancorp's shares lost 20 percent and earnings fell 12 percent. But CEO George Schaefer received an $825,000 bonus after directors used their "best business judgment" analyzing measures such as the economy, his progress on regulatory matters and leadership objectives, according to its proxy. Schaefer also got options worth up to $17 million and gained $9 million exercising options. The company did not return calls.
"CEOs should take the biggest hits when the company doesn't perform," said retired Medtronic CEO Bill George, author of "Authentic Leadership: Rediscovering the Secrets to Creating Lasting Value." "We get the benefits when business is good. We should take the biggest hit when it doesn't. Boards can't justify incentive pay because management did as well as it could under the circumstances."
Anheuser-Busch shares have been as flat as day-old beer since Patrick Stokes became CEO in July 2002. In setting Stokes' 2004 salary -- up 5 percent to $1.5 million -- directors gauged shareholder return, financial results, market share and CEO pay at 20 companies. That said, "Actual salary determination is subjective in that there are no specific weightings for the variables considered," Anheuser's proxy said. Since 2002, Stokes has received options potentially worth $290 million. But according to Anheuser, Stokes' holdings are currently worth just $37 million.
Anheuser wants shareholder approval to boost the maximum potential annual bonuses to senior managers 50 percent to $6 million. Stokes received a $3.1 million bonus in 2004. The company declined comment beyond what's in its proxy.
"There can be disconnects in incentive pay and actual performance," said Jan Koors of consultant Pearl Meyer & Partners. "When there are so many subjectives to consider, it's all hocus pocus."
Leadership
Eli Lilly's shares slumped 19 percent in 2004, but CEO Sidney Taurel's combined salary, bonus and stock grant surged 74 percent to $4.6 million. Lilly's board said it considered not only shareholder return and financial results but also Taurel's leadership in "important initiatives to improve the company's productivity" and enabling it to "compete in an increasingly challenging business environment." Lilly directors also concluded that Taurel's compensation was "significantly" below that of his peers, giving him 400,000 options the company valued at about $11 million, vs. 2003's 350,000 option grant worth $7.2 million.
"A significant portion of his compensation is at-risk and dependent upon company performance, and Lilly's financial performance and new product flow was strong in 2004," spokesman Philip Belt said.
Merck shares sank 30 percent after the company pulled its profitable Vioxx pain reliever off the market Sept. 30 because of safety concerns. Directors conceded that operating results were below target but gave Ray Gilmartin a $1.4 million bonus after deciding that he'd met his "personal performance objectives." Gilmartin also received options that Merck's proxy said are valued at $19.2 million. He also pocketed $34.8 million exercising options. With Vioxx's revenue stream still dry, Merck directors are lowering the performance bar for 2005 incentive pay. "Merck's focus is now on the future, on renewing the growth of the company," spokesman Chris Loder said.
Coleman said: "What's troubling is that most directors still aren't holding management accountable for bad circumstances. When is a bad event not the responsibility of management?"
A competitive market
CEO pay will likely spiral higher as the hunt for seasoned replacements at companies such as Fannie Mae and Boeing force boards to pony up fat sign-on deals. Hewlett-Packard just hired NCR's Mark Hurd in a four-year deal potentially worth more than $70 million.
Vacancies at a handful of high-profile companies overshadow broader upheaval. Outplacement firm Challenger Gray & Christmas counted 103 CEO departures in February - the first monthly turnover of more than 100 CEOs since early 2001 - and 92 in January.
A robust CEO job market makes retention crucial at other firms, further driving pay. "Boards will err on the side of paying more because there's so much aggravation in recruiting, given the time, cost and disruption," Kay said.
Increasingly, paying up for talent applies to next-tier managers, especially CFOs. Apple directors want shareholders to approve plans to pay key managers up to $5 million in annual bonuses. Without it, Apple said, its executives make 35 percent less cash than competitive market rates. More problematic, governance experts say, are boards boosting potential payouts even when there's little apparent rationale for higher pay, particularly at companies run by founders or long-tenured CEOs nearing retirement.
"Regardless of how a CEO performs, boards are still caught up in this mantra that if we don't pay this guy, he's going," Hodgson said. "But when was the last time a (poor performer) said he was leaving because he was dissatisfied with his pay package?"
Even if boatloads of CEOs aren't threatening to jump ship, base salaries and target levels for bonuses are creeping higher as companies benchmark rivals. Many boards try to keep their CEO's pay above median levels, a practice known among pay critics as the Lake Wobegon effect: where most every CEO is considered above average. Compensation expert and UCLA professor David Lewin said: "Pay keeps ratcheting up because everyone tries to do better than the Joneses rather than just keeping up with them."
Shareholders revenge?
Increasingly, shareholders are challenging boards to temper CEO pay. More than 100 proposals to curb pay, set stringent performance guidelines and limit severance packages are on shareholder ballots this proxy season, said Shirley Westcott of adviser Proxy Governance. Most boards have resisted similar proposals, contending they limit the ability to attract, retain and motivate management. Even when such measures have gotten majority shareholder approval, boards often ignore them.
Also under consideration: Nearly two dozen shareholder proposals seeking to end the boardroom's insular atmosphere where most shareholders have little choice in selecting directors, essentially affirming management's nominees. Most companies reject the idea and recently persuaded the Securities and Exchange Commission to table implementing an open-access measure enabling shareholders to nominate board candidates.
"Shareholders have little influence, if any, because directors literally can't not be elected," Bowie said. "Most are chosen by boards, and there are the same number as board seats. It's like the communist election system: You can't lose."
Until regulators require companies to provide more disclosure on pay practices and open up director elections, boards are under no pressure to change, governance experts say.
"Large pay packages continue to touch a raw nerve," said Harvard professor Lucian Bebchuk, author of 2004's "Pay Without Performance: The Unfulfilled Promise of Executive Compensation." "As long as boards are unaccountable, Corporate America won't change and fundamental problems will remain."
Business
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