The company is under-performing, its share price is trailing, and the CEO gets...a multi-million-dollar raise. This story is familiar, for good reason: as this book clearly demonstrates, structural flaws in corporate governance have produced widespread distortions in executive pay. Pay without Performance presents a disconcerting portrait of managers' influence over their own pay--and of a governance system that must fundamentally change if firms are to be managed in the interest of shareholders. Lucian Bebchuk and Jesse Fried demonstrate that corporate boards have persistently failed to negotiate at arm's length with the executives they are meant to oversee. They give a richly detailed account of how pay practices--from option plans to retirement benefits--have decoupled compensation from performance and have camouflaged both the amount and performance-insensitivity of pay. Executives' unwonted influence over their compensation has hurt shareholders by increasing pay levels and, even more importantly, by leading to practices that dilute and distort managers' incentives. This book identifies basic problems with our current reliance on boards as guardians of shareholder interests. And the solution, the authors argue, is not merely to make these boards more independent of executives as recent reforms attempt to do. Rather, boards should also be made more dependent on shareholders by eliminating the arrangements that entrench directors and insulate them from their shareholders. A powerful critique of executive compensation and corporate governance, Pay without Performance points the way to restoring corporate integrity and improving corporate performance.

This book examines and explains the peculiar rules for both of the premium financing regimes as well as the tax consequences and planning techniques of each. The tax and other issues affecting split-dollar arrangements grandfathered from the Final Split-Dollar Regulations are also analyzed. Split-dollar financing of life insurance premium payments is useful in any situation where one person or entity has the cash to pay the premiums and another person or entity has the need for life insurance coverage. In recent years, split-dollar arrangements have been used in a wealth transfer context, allowing the annual gift to the ILIT to be much less than the entire premium payment, because the employer, corporation or donor was entitled to recover its advances from the cash value or death benefit.

The past few years have seen major changes in the area of executive compensation. With recent legislation and regulations imposing new limits on executive pay, it is more important than ever for you to have the most current information when it comes to compensating executive talent. Nonqualified Deferred Compensation Answer Book provides the necessary guidance on: How to design, fund, implement, and operate a plan tailored to the specific needs of your organization Staying in compliance with the many rules and requirements Keeping on top of the new tax, legislative, and regulatory changes that affect nonqualified arrangements And much more! In addition to answering over 500 key questions, Nonqualified Deferred Compensation Answer Book provides a host of special features, including: Dozens of examples, pointers, notes and cautions Overviews and Case Studies on each key area Citations for researching a particular item in greater detail ERISA, IRS, and securities law considerations