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or ability to defer. I have seen tailoring of compensation to risk but I haven't seen people accepting compensation pack- ages that let boards of directors take their money back or string them out. It' not realistic, I don't think." In Canada, market demand and poli- s just cies already in place to provide transpar- ency around executive compensation are providing controls for industries such as transportation, says Alain Doré, senior director of legal services at Bombardier Inc. "We have not changed our approach to executive compensation in the last few years. We have had a constant approach of benchmarking. You can see in our dis- closure document we are benchmarking with our peers on what we're proposing to our executives and there' tract termination packages awarded to any of our executives," says Doré. Bombardier recently hired Michele s no big con- Arcamone from General Motors to be president of the company's commercial aircraft division. "We were looking for specialized people — it' ferent market. We have to be competitive in what we're offering but the competi- tion limits what we should be offering, in a way. keeps everyone honest — by comparing what everyone else is doing. Organizations are considering some " Doré says in reality that is what tools that make compensation plans less risky. Deferring bonus payment is one. "The executive would earn a bonus in one year but be paid in a future year after it' mance from the previous year really is/ will be to the company, may also mean a longer performance period, not just growth over one year but growth over multiple years." Côté says she is also seeing interest in s clearer what the impact of the perfor- " says Cohen. "It clawbacks on bonuses. "Most plans being developed at this stage are including clawback provisions and existing plans are being amended to include clawbacks. Definitely some of our more higher profile Canadian public companies are amending their incentive plans to put clawbacks in place. question existing contracts particularly in a merger-and-acquisition situation where it's a distress sale. "Executive sev- erance is getting smaller — three times The door has also been opened to " London: 519 672 4510 Toronto: 416 867 3076 www.lerners.ca INHOUSE JUNE/JULY 2012 • erners_IH_June_12.indd 1 21 12-05-02 9:14 AM Absolute professionalism and respect for you and your client relationships, and the tenacity required to go the distance in pursuit of the best possible outcome. For proven experience in class actions, count on Lerners. Absolute professionalism and respect for you and your client relationships, and the tenacity required to go the distance in pursuit of the best possible outcome. For proven experience in class actions, count on Lerners. Contact our London or Toronto office today and turn our experience to your advantage Contact our London or Toronto office today and turn our experience to your advantage is rare, two times is a more comfortable pay package, and not single trigger but double trigger — it requires change and control but also a later termination of employment," says Cohen. Retention bonuses are being paid after the deal is done and is more performance oriented rather than "pay to stay. of control payments there's always a balance between providing executives the necessary security to attract them Côté says when looking at change " during periods of transition. "The con- cern is if the payments are too high are you motivating the executive team to take excessive risks and trigger the change of control provisions?" But is there a real concern that exec- utives are looking to take advantage of those factors in an employment agree- ment? "I don't think most Canadian executives engage in that conduct and I don't think there is a prevailing concern with it, but I think when you're looking s a completely dif-

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