1. Purpose and Authority
The Compensation Committee (Committee) establishes and monitors compliance with compensation policies for AICPA employees. The Committee reports to, and assists, the Board of Directors (Board) in carrying out its responsibilities with respect to matters relating to compensation, succession planning, employee benefit and retirement programs, organizational goal setting and performance evaluation.
The Committee includes the Chairperson of the Board, the Vice Chair, the past Chairperson of the Board, the Chairperson of the Finance Committee and one additional member selected by the Chairperson. The Committee will meet at least three times a year or more frequently as circumstances require. The Committee shall meet separately, on at least an annual basis, with the President & CEO, and the Senior Vice President overseeing Human Resources, to discuss and review the performance criteria and compensation levels of the Institute's executive staff. The CEO shall not be present at such portion of the meeting during which the compensation of the President & CEO is discussed. The Committee will hold executive sessions to discuss items that the Committee should be aware of or deems appropriate to successfully execute their charter and duties. The Committee shall unless it deems it not necessary obtain advice and assistance from external advisors (consultant).
3. Annual Self-Evaluation
Conduct an annual self-evaluation of the performance of the Committee and its members including their effectiveness and compliance with this Charter.
Review and reassess the adequacy of this Charter.