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Executive compensation challenges both new and old

Author(s): Andrew MacDougall, Lynne Lacoursière, Kelly O’Ferrall

Dec 13, 2021

The past year brought with it new challenges as corporations increasingly sought to incorporate environmental, social and governance (ESG) issues into compensation decision making. Old issues surrounding “say on pay” and clawbacks of incentive compensation were reinvigorated. The year also brought with it some good news in the form of a reprieve for employers. The Ontario Court of Appeal sensibly overturned a lower court decision refusing to enforce a clause requiring the forfeiture of equity grants on termination of employment without cause.

Here we summarize some of the most impactful executive compensation developments of the year.

Tying compensation to ESG

An increased interest in the environmental and social impacts of corporate activity has led to growing calls to expressly tie executive compensation to the achievement of ESG goals. The objective is to provide an express incentive to management to drive improvements in such areas...