Many company boards are struggling to ensure their remuneration committees lift their game in order to achieve a high affirmative vote by shareholders to accept the remuneration report. Below is a checklist that we thought may assist in setting and evaluating the remuneration committee.

• All members are “independent”
  
• All members are appointed by Board or Directors’/Governance Committee
  
• Committee develops CEO performance contract
  
• Committee reviews executive officer pay results to ensure rewards are in-line with performance/shareholder returns
  
• Committee retains outside executive remuneration expert who works with both the Committee and management
  
• For the CEO and other executive officers, Committee approves program changes, share and option grants, and incentive and salary opportunities
  
• Committee regularly provides the full Board all necessary and pertinent information
  
• All regulatory requirements are fully met
  
• Executive pay guidelines are proactively discussed with major shareholder groups
  
• Any potentially controversial pay disclosure in annual remuneration report to shareholders is discussed in advance with the full board.

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