The Shareholder ForumTM


"Say on Pay" Proposals

Forum Home Page

"Say on Pay" Home Page

Program Reference



March 11, 2009 Forum Report:

Defining 2009 Test of “Say on Pay”



Forum Report


Defining 2009 Test of “Say on Pay”


            If you have an interest in the definition of this year’s testing of advisory voting on executive compensation, you can help guide the process.

The “Say on Pay 2009” clearinghouse is intended to be a collaborative project, relying on participant advice to determine what information is needed by the people responsible for presenting and voting on the pioneering resolutions.  As indicated in last week’s report of the project’s initiation, we will welcome your suggestions of specific reference material as well as types of information, and of immediate as well as future resources to be developed:

    Submit examples of resolution forms, published expert views, or other reference material for posting. (Send to SOP2009 mail.*)

    Offer your comments or questions about anything you see posted on Say on Pay 2009.  (Click on the “comment” link at the bottom of the post.)

    Offer your own views or observations for posting.  (Send to SOP2009 mail.*)

    Send us your private suggestions about what information should be provided, how the clearinghouse should be developed, or anything else that will help us respond to participant needs.  (Send either to SOP2009 mail,* or individually to Brendan Sheehan or me.)

This project, and Say on Pay, will be what you make of it.

           GL – March 11, 2009


Gary Lutin

Lutin & Company

575 Madison Avenue, 10th Floor

New York, New York 10022

Tel: 212-605-0335



[*] Email sent to this address will be automatically distributed to Brendan Sheehan, Executive Editor of Corporate Secretary, the primary manager of the clearinghouse, as well as to others at the magazine’s publisher, the Cross Border Group, and to Gary Lutin of the Shareholder Forum.





This Forum program is open, free of charge, to anyone concerned with investor interests relating to shareholder advisory voting on executive compensation, referred to by activists as "Say on Pay." As stated in the posted Conditions of Participation, the Forum's purpose is to provide decision-makers with access to information and a free exchange of views on the issues presented in the program's Forum Summary. Each participant is expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

The organization of this Forum program was supported by Sibson Consulting to address issues relevant to broad public interests in marketplace practices, rather than investor decisions relating to only a single company. The Forum may therefore invite program support of several companies that can provide both expertise and examples of performance leadership relating to the issues being addressed.

Inquiries about this Forum program and requests to be included in its distribution list may be addressed to

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.