When a company wants to hire a new worker, it will usually
hammer out a payment plan.
Not necessarily so when it comes to hiring the chief executive
officer, say compensation and succession experts. Boards of directors, which are
responsible for filling the top jobs, often enter negotiations with just a sense
for what they can afford, leaving them susceptible to overpayments.
"It's like going out and buying a new car" and not knowing your
budget, said Dan Fairley, a Minneapolis-based vice president with the
health-care group at Clark Consulting, of North Barrington, Ill. "Everybody
wants a Mercedes," but not everyone can afford it, he added.
Yet it is an increasingly important issue for boards as
investors place more focus on excessive compensation. Poor succession planning
has been targeted as one of the main contributing factors of excessive pay in
recent years. At a recent conference in Chicago, for example, former Tupperware
Corp. CEO Warren Batts said: "Show me a company that does a poor job of
succession planning, and I'll show you a company that probably has excessive
compensation."
To mitigate the problem, some boards are adopting tally sheets
to gain a clearer picture of what they can afford to pay new hires. Towers
Perrin has used them in all its executive searches this year, for example, said
Douglas Friske, a compensation consultant with the consulting firm. The idea: to
ensure reasonable pay options are clearly defined before negotiations begin.
Tally sheets record total compensation, including severance and
outstanding stock options. They can also be used to assess compensation based on
different pay scenarios, such as changes in retirement plans or pay based on
performance.
One recent survey -- conducted by New York compensation
consulting firm Pearl Meyer & Partners, a unit of Clark Consulting -- found that
roughly one-third of companies had completed a tally sheet this year. Their use
thus far, however, has been mainly to assess pay for sitting executives, not
incoming executives, said Mr. Fairley, who has been using tally sheets as a
succession planning tool for many years.
Of course, tally sheets are just one part of the solution.
Proper succession planning is a continuing process that requires companies to do
more than know what they are going to pay the next person, said Mr. Fairley. The
ability of a company to develop a pool of strong internal candidates is also
expected to play an increasingly important role in determining how well a board
is managing pay.
One reason: External candidates cost more. Companies generally
have to pay 20% to 30% more than they would for an internal candidate, said Mr.
Friske of Towers Perrin. That is because external candidates, who presumably
already have good jobs, need a financial incentive to leave their current
positions for something else. External candidates are also more likely to
require employment contracts and severance pay.
While boards often want to look both internally and externally
when shopping for a new leader, they need to ensure that they have given their
workers the tools to compete with those on the outside, said Mr. Fairley.
Mr. Batts, the former Tupperware chief who is also an active
member of a handful of corporate boards, public and private, and an adjunct
professor of strategic management at the University of Chicago, said he always
prefers an internal candidate to an external one. "I like the devil you know
versus the devil you don't know," he said.