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IN-PERSON MEETING

Executive Compensation in ESOP Companies

May 27, 2010 :: San Francisco, CA

From Our Meeting Series ESOP Governance Meetings

This traditional learning format brings you face-to-face with our expert presenters. Our seminars include a networking luncheon and optional dinner outing, and provide ample opportunity for attendees to ask questions and interact with others.

The ESOP Governance Meetings are three complementary seminars that provide specific guidance for directors and trustees on their key roles in ESOP companies:

Topics include legal responsibilities, valuation concerns, audits, recent developments, executive compensation, and much more. The seminars are structured to include individual presentations by experts, panel discussions with ample time for questions, and small group discussions with one or more experts seated at each table. Small group discussions allow participants to discuss their own situations and include time for reporting back to the group as a whole. You can register for one, two, or all three days of this event; see below to register for this day's meeting.

About This Meeting

ESOPs are a great tool to provide broad-based employee rewards, but may not in themselves meet a company's need to provide executives with additional incentives, particularly equity rewards. Because of their legal and fiduciary requirements, however, ESOP companies must approach executive pay carefully. Beyond these requirements, issues of corporate culture are also considerable. Day three of our ESOP Governance Meeting will provide a chance to discuss best practices in executive compensation in ESOP companies in detail, including ample opportunity to interact with experts and other ESOP companies.

Program

May 27, 2010
8:30 AM Meet with an Expert
9:00 AM Welcome and Introduction
Loren Rodgers, National Center for Employee Ownership
9:30 AM NCEO Data on Executive Compensation
Loren Rodgers, National Center for Employee Ownership
10:00 AM Components of Executive Compensation
Matthew Keene, Principal Financial Group
10:45 AM Break
11:00 AM Fiduciary Issues for Reviewing Executive Compensation
Richard Joseph, Alerus Financial; Christopher M. Staloch, Chartwell Capital Solutions
11:45 AM Table Talks - Roundtable Discussion Groups
12:15 PM Lunch with the Experts
1:15 PM How Does Executive Compensation Affect Valuation?
Pamela Steverango, Chartwell Capital Solutions ; Nels Carlson, Alerus Financial
2:00 PM Regulatory Issues for Executive Compensation: 409A, 409(p), and others
Howard Levine, Drinker, Biddle & Reath LLP
2:45 PM Break
3:00 PM Designing an Effective Compensation Model
Matthew Keene, Principal Financial Group
3:45 PM Adjourn

Registration

NCEO members: $195.00 per person through May 3 and $230.00 thereafter. (If you are not an NCEO member but join when you register, you will receive the member price.)

Nonmembers: $265.00 per person through May 3 and $300.00 thereafter.

Number of Attendees:

General Registration Information

ESOPs are a great tool to provide broad-based employee rewards, but may not in themselves meet a company's need to provide executives with additional incentives, particularly equity rewards. Because of their legal and fiduciary requirements, however, ESOP companies must approach executive pay carefully. Beyond these requirements, issues of corporate culture are also considerable. Day three of of ESOP Governance Meeting will provide a chance to discuss best practices in executive compensation in ESOP companies in detail, including ample opportunity to interact with experts and other ESOP companies.

Cancellation Policy

A full refund will be issued, less a $50 administrative fee, if the request is received by the close of business onMay 3, 2010. Cancellations made after that date and before our guarantee date of May 17, 2010, will be eligible for credit toward another program, minus a $50 administrative fee. Those canceling on or after the guarantee date will not receive a paper credit or a refund.

Speaker Information

Nels Carlson, J.D., LL.M. is a director of trust and investment services for Alerus Financial, in Minneapolis, Minnesota. As an experienced provider of transactional fiduciary services to ESOP companies, Nels regularly works with company management, selling shareholders, individual trustees, and other ESOP service providers to address challenging ERISA fiduciary, corporate transactional, and employee benefits issues. www.chartwellfa.com

Richard Joseph is the managing director for Alerus Financial's trust and investment services division, and leads Alerus' nationally recognized ESOP fiduciary practice. Richard's 22 years of ESOP experience includes independent transactional trustee services for employer stock-related transactions and ongoing fiduciary services as a directed or discretionary trustee. Richard has been a featured speaker at various local and national events focusing on fiduciary topics related to ESOPs and employer securities. www.alerusfinancial.com

Matt Keene is a director of consulting in retirement and investor services for the Principal Financial Group. He works with clients on ESOP design and implementation in order to bring the full creativity afforded by ESOPs. Matt and his team draw on their hundreds of ESOP implementation experiences to tailor custom ESOP designs and perform full financial impact analyses for selling shareholders, ESOP-owned companies and employeeowners. Matt received a Bachelors of Science degree in Business Administration and a Master of Accounting degree from the University of North Carolina at Chapel Hill. He is member of The ESOP Association and the Carolinas Chapter, where he serves as vice president. www.principal.com

Howard Levine is a partner in the national law firm of Drinker Biddle & Reath LLP and chair of its Employee benefits and executive compensation practice group. Howard's practice includes all areas of employee benefits law, including ESOPs and other tax-qualified retirement plans, stock option and other equity compensation plans and ERISA fiduciary matters. His ESOP practice includes the representation of employers who sponsor ESOPs, selling shareholders and ESOP trustees. Drinker Biddle is a full service business law firm with nearly 700 attorneys practicing in 14 offices around the country. http://www.drinkerbiddle.com

Loren Rodgers is a project director at the National Center for Employee Ownership, where he specializes in ESOPs and best practices in management for employee ownership companies. Having written dozens of articles, he speaks extensively about topics including communications, ESOP education, employee committees, business literacy, building and maintaining enthusiasm, current research, and corporate governance for employee ownership companies. Before joining the NCEO in 2005, he was a senior principal and co-owner of Ownership Associates, an employee ownership consulting firm in Cambridge, Massachusetts, where he worked for ten years.

Pamela D. Steverango, CFA is managing director of Chartwell Capital Solutions. She has provided financial advisory services to privately-held companies since 1986.She is recognized as a leading authority on business valuation, particularly with respect to ESOPs and other qualified ERISA plans. Pamela has been a featured speaker for the ESOP Association, the NCEO, The ESOP Association - California/Western States Chapter, AICPA and for individual organizations on ESOP valuations and fiduciary issues as they relate to ESOP valuations. . She is a long-time member of the Board of Editors of the NCEO's Journal of Employee Ownership Law and Finance. www.chartwellcapitalsolutions.com

Meeting Site

The meeting will be held at the Hyatt at Fisherman's Wharf, located at 555 North Point Street, San Francisco, CA 94133. Sleeping rooms are available for our group at a special rate of $159. To make a reservation please click here or call the hotel directly at 888-421-1442 by May 3, 2010. Please mention the National Center for Employee Ownership (NCEO) when making your reservation.

Continuing Education Credit

CPE Credit

The National Center for Employee Ownership (NCEO) is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be addressed to the National Registry of CPE Sponsors, 150 Fourth Avenue, Nashville, TN 37219-2417.

This program is a "group-live" offering and provides 5.00 hours of CPE credit for accountants in the area of "specialized knowledge and applications." The material is basic level. No prerequisites or advanced preparation is needed. For more information regarding administrative policies such as complaint and refund, please contact the NCEO at 510-208-1300.

HRCI Recertification Credit

HRCI logoThis program has been approved for 5.25 hours of recertification credit hours toward PHR and SPHR re-certification through the Human Resource Certification Institute (HRCI). For more information about certification or re-certification, please visit the HRCI home page at www.hrci.org.