December 17, 2019

GC Compensation: Recent Trends

Always a high-interest topic, check out Equilar’s blog on GC compensation trends – including a list of the top 10 highest paid general counsel.  The info is based on the “Equilar 500” – 500 largest US-headquarter companies by reported revenue that trade on one of the 3 major US stock exchanges. Here are several tidbits from the findings:

– Median general counsel pay was $2.6 million in 2018, a 3.7% increase from 2017

– Although general counsel pay has risen through the years, it lags the rise in CEO compensation, which increased 8% from 2017

– Among the top 10 highest paid general counsel, the technology sector had the highest representation

– Since 2015, male general counsel have earned 11% more on average than female general counsel, and in 2018, this figure grew to over 18%

Concurrent “Smaller Reporting” & “Accelerated Filer” Status: Handy Chart

When the SEC raised the “smaller reporting company” threshold to $250 million last year, one point of contention was that it didn’t make an analogous change to the “accelerated filer” definition. So as confirmed in a set of CDIs from Corp Fin, a company can now be both a “smaller reporting company” and an “accelerated filer.” And although the SEC proposed amendments to both the “accelerated filer” and “large accelerated filer” definitions earlier this year, the proposed rules haven’t been adopted and there would still be some overlap between the filer categories.

Our members have asked a lot of questions about this over the last year. It’s hard to parse through all the rules! I was happy to see that this Ackerman memo lays out a chart for those companies that find themselves navigating this dual status.

For each Item of Reg S-K that applies to periodic reports, the chart compares general disclosure requirements to the rules that apply to smaller reporting companies – and shows whether or not “dual status” companies can take advantage of scaled disclosure accommodations. The memo also highlights that companies holding “dual status” need to comply with accelerated filer filing deadlines – i.e. 75 days after year end for their Form 10-K and 40 days after quarter end for their Form 10-Qs. Don’t forget about our “Disclosure Deadlines” Handbook if you’re looking for more in-depth info.

Audit Fees Keep Rising Due to “New” Standards

Last year, Liz blogged that audit fees had increased due to implementing new revenue recognition and lease standards. Those efforts have continued, so it’s not too surprising that companies are seeing higher fees again this year – according to a recent survey that’s summarized in this “Accounting Today” article. Unfortunately, the article also says that finance teams don’t feel like they’re seeing much in the way of benefits from the extra work & fees:

Over half of finance teams saw substantial audit cost increases over the past two years, primarily due to new accounting rules.  The vast majority of companies that have adopted the new revenue recognition standard said that it has had a negative impact on their audit, audit costs increased and the audit required more time to complete – all leading to increased stress and frustration.

– Lynn Jokela