Compensation Advisory Partners (CAP) is an independent executive compensation consulting firm. Our highly experienced consultants work with boards and management to design compensation programs that attract, motivate, retain, and reward the best people. CAP provides a full range of compensation consulting services, including ongoing compensation committee support; pay benchmarking and program design for board, executive and employee roles; annual incentive plan design and goal-setting; and long-term incentive plan design (real equity; phantom equity; multi-year, cash performance plans; and profit rights).

CAP’s clients include publicly traded firms (middle market to Fortune 100), privately held and family-owned businesses, and nonprofits. We work across all industries but have particular expertise in financial services, insurance, pharmaceuticals, retail, technology, manufacturing, and oil and gas. CAP advises clients going through business transitions, including mergers, acquisitions, spinoffs, IPOs, restructuring and leadership changes.

Supported by rigorous analytics, we work with boards of directors and management teams to develop innovative and practical solutions that advance company objectives.

Our advice is grounded in extensive real-time experience, and aligns with strong corporate governance standards. Our client experience ranges from some of the largest Fortune 100 multi-nationals to smaller start-ups. Our clients benefit from the collective intelligence and practical experience of our consultants to provide superior market insight.

After working together for many years at other large consulting firms, our partners saw the need to create a new firm positioned to provide strictly independent executive compensation consulting advice. CAP was founded in 2009 to deliver this important service with excellence.

One of our main objectives in founding CAP was to establish a truly independent platform for executive compensation consulting services. Our approach reflects our commitment to offering independent advice to clients that is grounded in good governance principles. We avoid conflict of interests through our comprehensive independence policy.

Consistent with SEC rules on consultant independence, we will annually certify for our clients:

• The scope of any other services, beyond consulting services to the compensation committee, provided to the company
• Consulting fees from the company as a percentage of our total fees
• The nature of any business or personal relationships between the consultant and members of the Compensation Committee
• The nature of any business or personal relationships between the consultant and executive officers of the company
• Details on the ownership of company stock by members of the consulting team
• Policies and procedures that we have in place to prevent conflicts of interest

We believe that full and transparent disclosure of this information is critical to maintaining independence and following SEC rules. CAP can also help clients with proxy disclosure to describe our services appropriately in the Compensation Discussion & Analysis (CD&A).

Human capital is an organization’s most important asset. Skilled individuals are one of the few sustainable competitive advantages available to businesses today.

The executive compensation program, particularly the incentive compensation arrangements, plays an important part in establishing and reinforcing the alignment between an organization’s leadership team and the organization’s business strategy, key objectives and stakeholders.

We believe an executive compensation program should:

• Support the company’s business strategy
• Reward for the desired outcomes and behaviors
• Deliver value when stakeholders realize value over the long-term
• Enable a company to attract and retain the necessary talent to drive its strategy
• Align with the client’s appetite for risk
• Comply with regulatory standards
• Utilize company resources judiciously
• Build upon excellent governance practices that stand up to public scrutiny

In today’s environment, compensation committees and executives want to ensure their executive compensation advisor is intimately familiar with the company’s organization, business objectives and strategic challenges, as well as available to provide independent advice. Compensation Advisory Partners provides personalized and responsive service to clients where we believe we can have an impact.

We follow a client-focused approach that is demonstrated by our long-standing relationships. We have worked with most of our clients for many years and have served not only as technical experts, but as trusted advisors. Our collaborative approach is supported by rigorous analytics and extensive real-time experience working with companies in many industries.

We believe that having the consultant work for the Committee and with management ensures that our advice and recommendations best reinforce the client’s business strategy, organization and management style, and are consistent with the principles of sound corporate governance.