This session will delve into the rapid change in the regulation of remuneration in the financial services sector driven by the Capital Requirements Directive III, which all 27 EU Member States are required to implement by 1 Jan, 2011.

Comprised of two consecutive sessions, the first will feature a panel of lawyers from Baker & McKenzie presenting on the technical aspects of CRD III.  The second session will feature a practitioner panel of senior managers discussing the impact of the new regulations on plan design, policies and practices and employee communications.

Both panels are designed to cover a number of EU jurisdictions and industry sectors including retail banking, investment banking, asset management and insurance.

Jeremy Edwards, Partner, Head of The Employee Benefits Group, Baker & McKenzie, UK
Agnés Charpenet, Advocate, Baker & McKenzie, FR
Francesco Florenzano, Local Partner, Tax Department, Baker & McKenzie, IT
Luc Meeus, Partner, Baker & McKenzie, BE
Jan-Willem de Tombe, Partner, Baker & McKenzie, NL

Ever wonder what your Board of Directors is thinking about your employee share plans? In the presentation, Mr. Willem Stevens, member of the Supervisory Board of a number of listed Dutch companies, will offer his unique perspective from the Boardroom as to the considerations board members undertake when reviewing their company's employee share plans.

Mr Willem F.C. Stevens
Member, Supervisory Board - AZL NV., Goedland NV, NV Luchthaven Schiphol, Stichting Exploitatie Nederlandse Staatsloterij, Stichting Holland Casino, Brit Insurance Holdings NV.

Are equity awards still effective at attracting, retaining, and motivating employees? In periods of economic uncertainty, do employees see equity less favorably than an immediate reward – such as cash bonuses? As companies continue to customize their reward programs to create a compelling “value proposition” for employees, what role will equity play within a broader framework of total rewards? In this session, WorldatWork examines how equity – along with other elements of total rewards - will influence the employee value proposition of the future. 

This session will not just examine how organizations are leveraging equity as part of the employee value proposition, but why they are choosing to deploy specific programs in specific environments for the greatest strategic impact. 

Join us for a session that addresses the following questions:

• What role does equity play within the strategic framework of total rewards? Why is the “total rewards” approach greater than the sum of its parts?
• How can companies leverage the different elements of total rewards (including equity) to create and articulate a compelling employee value proposition?
• What elements of total rewards are likely to become more (or less) important as the global economy recovers? Has there been a fundamental shift in what employees want and/or what employers are able to deliver? Which elements are likely to have the greatest impact on attraction, retention and motivation?

Anne Ruddy, President, WorldatWork, US

The ultimate function of employee share plans is often described as 'aligning the interests of employees with those of shareholders' or 'building employee engagement', but what do these terms really mean? Using research gathered from both leading French companies and conference delegates, Drs. Caramelli and Carberry will shed insight as to the key components of employee engagement and the benefits and limitations of equity remuneration with respect to increased levels of engagement.

Dr. Marco Caramelli, Associate Professor, INSEEC Business School, Paris

Dr. Ed Carberry, Assistant Professor, Rotterdam School of Management, Erasmus University

Copperfield, Capita and UBS will present the findings of their joint research project in this session on the implications of recent developments in behavioral economics and financial psychology for successful share plans. Particular emphasis will be placed on describing frameworks and best practices for encouraging good financial decision making by employees. We will use the popular social science book “Nudge” as a basis for making academic concepts more accessible and meaningful.

Copperfield, Capita and UBS will present the findings of their joint research project in this session on the implications of recent developments in behavioral economics and financial psychology for successful share plans. Particular emphasis will be placed on describing frameworks and best practices for encouraging good financial decision making by employees. We will use the popular social science book "Nudge" as a basis for making academic concepts more accessible and meaningful.

Mike Baker, Associate Director, Capita, UK
Mark Sheppard, Partner, Copperfield LLP, UK
Veronique Japp, Director, Client Development & Marketing, UBS, UK/FR

Ericsson launched its global all employee share plan in 2002. Operating in over 90 countries (85 payrolls), the plan includes approximately 75,000 eligible employees and 22,000 participants.  In 2009, Ericsson made the decision to move the administration of the plan, at the same time looking to achieve a number of key objectives related to the plan including:     

• Improve the experience of the participants/employees   
• Increase efficiency and quality of related processes     
• Reduce overall dependency on local resources

This session will provide a detailed overview of the main challenges, key changes, improvements and successes involved in making this large-scale administrative shift.

Iain Wilson, Client Relationship Director, Computershare Plan Managers, UK
Hans De Jong, Business Manager, Ericsson, NL

Significant, fundamental change in the taxation and regulation of equity plans is taking place around the globe at an unprecedented pace.  Many countries are looking to equity awards as a source of desperately needed revenue, increasing the cost to employers of offering equity and decreasing the after-tax benefit to employees. Some governments are tightening exchange control restrictions and others, concerned about excessive executive pay and risk-taking, are regulating the design and structure of equity compensation. On the positive side, there have also been favorable changes for equity plans, most notably in the area of securities regulation. In this panel discussion, we will address important tax and legal developments around the globe and provide practical guidance for complying with these changes, minimizing employer cost and maximizing after-tax benefits to participants. In addition, this session will provide guidance as to how to take full advantage of the positive changes.

Jennifer Kirk, Partner, Baker & McKenzie, US
June Anne Burke, Partner, Baker & McKenzie, US
Sandra Sussman, Director, Stock Plan Services, Gilead Sciences, Inc, US.

Because of recent trends and new legislation, companies are considering including forfeiture or recoupment/"clawback" provisions in their equity awards. The Dodd-Frank Wall Street Reform and Consumer Protection Act, enacted in July 2010 in the U.S., contains mandatory clawback provisions on incentive compensation following an accounting restatement. Such legislation may require a forfeiture and/or clawback of equity income regardless of any particular wrongdoing by an executive.        

In this interactive session, our panelists will provide both a legal and an administrative perspective with respect to the roll out and implementation of such programs on a global basis. The panelists will address the legal impediments that may result in a forfeiture or clawback provision being unenforceable in a particular jurisdiction and will provide practical tips on how to best design and implement such provisions to reach the desired results. The panelists will also address some of the tax challenges that exist if equity awards/income is forfeited or recouped by a company and explain how a company would work with brokers or other administrators to accomplish a clawback. Lastly, they will explain the labor and entitlement issues that arise when restrictive covenants with regard to competition or solicitation are included in an equity award granted by a parent company that is not the individual's employer.

Narendra Acharya, Partner, Baker & McKenzie, US
Sinead Kelly, Partner, Baker & McKenzie, US
Valerie Diamond, Partner, Baker & McKenzie, US
Jewon Wee, Managing Director, ISP Advisors, US

Prudential Financial Inc. offers participation in its Employee Stock Purchase Plan and Omnibus Plan to 15,000 employees and Independent Contractors in over 20 countries worldwide. This session will focus on how Prudential complies with the regulatory requirements in various "difficult" countries such as Japan, Korea, Argentina and Brazil in order to make a relatively uniform global offering. We will cover such topics as compliance with the EU prospectus directive and its approach to the amendments to the directive, offerings to non-employee independent contractors and a creative approach to grant acceptance and participant communications.

We will also focus on the rollout of Prudential's Sharesave Plan in the UK, detailing amendments made to the "standard" Sharesave model to allow the exercise price to be fixed from the outset in US dollars, whilst Prudential's UK employees make their monthly savings contributions in sterling. This model is likely to be of interest to US issuers who do not have a UK listing as it overcomes the exchange rate fluctuations issues inherent in standard Sharesaves operated by US-listed companies.

Paul Mccarthy, Partner, Allen & Overy LLP, UK
Mark Huang, Vice Presdient & General Counsel, Prudential Financial, Inc. US
Sean Ahern, Director, Internatinoal HR, Prudential Financial, Inc., US

This session will compare the design and use of full-value (restricted shares and units), appreciation-only (option and stock appreciation rights) and performance-based equity for multinational companies. NVIDIA, Inc. will discuss what types of awards it grants, to which levels of employees and the logic behind these decisions. We will also present information on the trends of the mix that we are seeing today from multinational companies and discuss where culture and regulations clash in these decisions with regard  to non US populations. Where is intent blocked by reality and how does a company blend these components into a holistic global program? The presenters will cover this topic from the perspectives of design, tax, legal, communication and administration.

Suzie Bentley, Director - Stock Admin, Payroll, & 401(k), NVIDIA Corporation, US
Jennifer George, Partner, Orrick, Herrington & Sutcliffe, US
Keith Bilezerian, Senior Compensationand Benefits Counsel, Covidien, US

It has been over two years since the global economic crisis triggered a wave of regulatory changes. Government agencies around the world have begun to tighten regulations and enact controls in relation to executive compensation, including equity compensation. These regulations have shaped the design of incentive compensation for many financial services multinationals, and have led to changes in various equity compensation practices. Join us as we discuss some of these key regulations issued by the SEC and CEBS, and their impact on design and various trends. Our discussion will focus on Bank of America, one of the largest financial institutions in the world, and how they have redesigned their incentive programs to deal with these changes. We will also cover decisions on award type, deferral rates, vesting schedules, the impact of tax regulations, and more.

Bill Cohen, Partner, Deloitte, UK
Peter Simeonidis, Senior Manager, Deloitte, US
Rich Kasnia, Bank of America

Objective of the presentation  - main features of the plan: volumes, perimeter, type of offer, design  - zoom on the performance criteria and the criteria based on clients satisfaction in relation with SG group 2015 ambition program - "A program in line with SG group global strategy"  - design of the offer with a focus on the incentive proposed in the countries where Restricted Shares could not be proposed: a share equivalent (explanation of what is a share equivalent, countries, cost charge back)  - communication plan: communication package, acceptance process

Xavier Michaelis, Compensation and Benefits Manager, Société Générale, FR
Brigitte de Bellefon, Compensation and Benefits, Société Générale, FR
Veronique Weber, Compensation and Benefits, Société Générale, FR

In May 2010, Microsoft Corporation launched a new internal stock administration system designed to manage existing global tax requirements and including new functionality to support the need for tracking, taxation and allocation of income for globally mobile employees. This illuminating session will walk through the process Microsoft went through, from end to end; to develop, communicate and implement a global mobility tax policy for restricted stock units and stock options. The case study will include an overview of the analysis conducted of country specific rules and regulations governing mobile employees, including risk assessment and identification of guiding principles that provided the foundation for mobility policy. A detailed overview of the communication and education strategy and resources developed for internal business partners, employees, who were critical to a successful implementation, as well as key system functionality specific to mobility tracking, tax withholding, and reporting will be presented.

Ed Burmeister, Partner, Baker & McKenzie, US
Jennie Anderson, Global Stock Services Manager, Microsoft Corporation, US
Kelley Garrett, International Stock Plan Manager, Microsoft Corporation, US

In 2009, Siemens introduced a truly global Share Matching Plan in 48 countries. Siemens will discuss the Siemens Equity Culture and its companywide communication campaign in 2010 and 2011 to foster a global equity culture. We will look at the importance Siemens places on incentivizing all its employees worldwide to become shareholders, the aspects of implementing this truly global communication campaign, and the tools and methods we used to demonstrate the results and changes in the company culture and philosophy.

Bettina Gohm, Vice President Executive Compensation and Benefits, Siemens AG, DE
Christian Koessler, Expert Banking and Communications, Siemens AG, DE
Phillip Huber, Head of Global Stock Plan Management, Siemens AG, DE

Over the years, Starbucks Coffee Company has developed a wide array of alternative communication strategies ranging from videos of local employees to Facebook ads.  This session will discuss why companies may need to adopt an alternate form of communication with employees and provide a forum for a robust Q & A session with Billy Vitense and a member of the Starbucks Coffee Company legal team.  We welcome questions centered on the efficacy of the communications and the legal concerns raised with the alternate vehicles. 

Jessica Dolan, Director, Client Solutions, Global Shares, US
Kim Hackman, International Stock Manager, Starbucks, US

This panel discussion, featuring experts Credit Suisse, ING and Orrick, will address the key program management and legal issues that EU/EFTA based, and listed, issuers need to address when offering employee equity programs to their US employees. The panel will provide short case studies, showing practical examples of how these issues can be addressed.

In addition, the panel will discuss:

• The impact of the Capital Requirements Directive III and U.S. Financial Reform Legislation on US programs
• Managing US securities law obligations and the impact of 409a and SOX 402
• Managing relationships with US and EU regulators
• Managing stakeholders in US and EU including shareholder organizations
• Determining whether to implement a 423 qualified ESPP in the US
• Crafting US specific communications and administration process
• Anticipating US labor laws/litigation risks
• Managing expatriates to and from the US

Peter Haller, Global Co-Head Executive Compensation, Credit Suisse Group AG, US
Boukje Stoelinga, Senior Compensation and Benefits Specialist, ING Groep N.V., NL
Laura Becking, Of Counsel, Orrick, Herrington & Sutcliffe, UK
Ira Rosenstein, Partner, Orrick, Herrington & Sutcliffe, US

This session will provide an update on the latest legal, regulatory and tax developments around the world. In addition, we will look at the practical application of the legal and regulatory requirements with regard to:

• Labor law, particularly around introducing clawbacks and restrictive covenants/non-competes, discrimination and implications for retirement treatment and terms like Rule of 65
• Securities law, with an update on the prospectus directive exemption and a practical approach to  the varying securities law filings
• Exchange control, focusing on practical experiences on SAFE filings in China, and dealing with the difference
• Tax
• Data privacy

Janet Cooper, Partner, Linklaters, UK
Bob Grayson, Senior Legal Counsel, Shell, UK

With the slow global economic recovery, country deficits continuing to make headlines, and news of certain countries successful audit initiatives being widely publicized, countries around the globe have a renewed focus on an important source of often-missed revenue associated with mobile individuals who work in different countries at some point during the equity lifecycle. This session will provide an overview of the various considerations associated with extending equity to these mobile individuals with a particular emphasis on how to balance the legal obligations with administrative constraints.  

The panelists from Illumina Inc., Qualcomm, Inc. and Alcatel-Lucent will each add their unique view of the complexities and challenges associated with staying in compliance.

Gerard Jauregui, Director, International Mobility and Equity Plan Admin., Alcatel-Lucent, FR
Kate Forsythe, Senior Manager, Deloitte, US
Claudia Baranowski, Stock Plan Manager, Illumina, Inc., US
Lisa Murzik, Senior Manager Stock Administration, Qualcomm, Inc., US

This panel discussion brings together senior practitioners from independent law firms in the UK, France, Belgium and the Netherlands to give you an essential update on tax issues for companies operating share plans in these countries, picking up key practical points arising from developing tax legislation, case law and the practice of the local tax authorities.   

We will indicate where beneficial tax treatment is available and highlight the potential for companies to reduce the costs of operating their plans. We will also touch on various related non- tax issues.

Eugene Weultjese, Of Counsel, Greenberg Traurig LLP, NL
Judith Greaves, Partner, Pinsent Masons, UK
Sandra Hazan, Partner, Salans, FR
Koen Van Duyse, Tax Lawyer/Partner, Tiberghien, BE

For many global companies, Africa is now a key market. This session will provide a high-level review of current issues affecting South Africa, West Africa and East African markets.
 

Delia Ndlovu is a South African tax specialist and a former partner in Deloitte's Johannesberg office who is now based in London.

Delia Ndlovu, Director, Deloitte, UK

This session will take the form of a question and answer panel discussion. Centred around a case study involving financial services companies, and including an issuer panelist, the panel will debate the types of trust and similar vehicles available and how they are used to support corporate and compensation strategies through equity- and cash-based compensation plans. The following issues will be addressed:

• The varieties and uses of trust-based, and trust-like, arrangements, including SPVs, Dutch stichtings and French fondations
• How these vehicles can be used - trust v SPVs and the different legal and practical considerations, including the effect of a corporate reorganisation
• Special US tax issues associated with trusts - secular vs. rabbi, 409A etc.
• Trustee duties and functions, including investment requests and compliance issues

Lindsey Doud, Head of Development & Strategy,RBC cees, UK
Nicholas Greenacre, Partner, White & Case LLP, UK
Simon Rogers, Head of Benefits & International Assignments, RBS, UK

News that equity award sizes on both sides of the Atlantic increased this year has led some to believe changes to equity programs during the recession were just a temporary blip, and it’s now back to the good old days. However, leading companies are not simply returning to the past. Certain practices adopted during the crisis – such as greater rigor in performance goal-setting, focusing awards on top performers – are continuing. With the discipline of economic hard times, more companies took the opportunity to tie global equity grants closer to local market practices, and that continues. Moreover, the external environment for equity compensation remains very challenging, including growing shareholder involvement, with say-on-pay votes, changes in shareholder voting rules and the prominence of advisory firms; revised disclosure rules, which bring more scrutiny of executive compensation; and regulatory reforms (such as the Dodd-Frank Act), which add uncertainty and new challenges.

During this session, we will discuss the lessons learned from the experience of the economic crisis for equity issuers, as well as how to apply them today. Presenting original research based on survey data, our presenters from the US and UK will approach this topic from a global perspective.

Damian Carnell, Director, Towers Watson, UK
James Matthews, Director, Towers Watson, US

Multinational companies expend considerable time and resources ensuring their grants comply with tax, securities, foreign exchange, and other regulatory requirements around the world.  However, in too many instances, ongoing compliance after the grants is given little or no attention. The failure to maintain compliance is often exacerbated by new hires, corporate transactions, and mobile employees. This informative session will focus on country-specific compliance challenges faced by companies post grant. We will examine ongoing tax withholding and reporting, maintaining tax-favored status of plans, maintaining securities compliance, and other regulatory obligations. We will also review leading best practices, such as checklists and calendaring, to ensure ongoing compliance.

Kate Lloyd, Corporate Counsel, Accenture, US
Robert Hartley, Vice President, Total Rewards and Talent, BMC Software, US
Jon Doyle, Partner, International Law Partners, LLP, US

Over the past few decades, global equity programs have grown to become an integral part of total compensation for employees in multinational companies.  However, the economic changes experienced across global markets have challenged the way that companies think about equity effectiveness.  Additionally, a growing understanding of the impact of behavioral economics and global work cultures is now challenging the dominance of technical accuracy. As a result, we are seeing new approaches to the programs implemented today. These new approaches challenge conventional thinking about global equity programs, with continued changes in store for the future.     

Covering multiple disciplines including plan design, tax and accounting, communications and equity effectiveness considerations, this session takes an in-depth look at the:    

• Trends in equity compensation leading up to and through the global recession, with both granular look at regional and country practices    
• Macro forces that have and will continue to change to shape of global equity compensation programs
• The impact of behavioral economics on the growing divergence between expected and perceived values in global programs
• Implications for achieving equity effectiveness in future global programs

Jim Sillery, Principal, Buck Consultants, US
Ben Wells, Consultant, Buck Consultants, UK

Equity continues to become an increasingly scarce resource for employees.  Institutional shareholders continue to reduce the amount of equity approved for employee plans while accounting standards continue to increase the cost.  While this pressure generally does not affect executives, more companies are being forced to either scale back, or eliminate their broad-based equity programs. In this session,  three companies with long histories of broad-based international use of equity will share their responses to the changing market, discussing strategies to determine who will receive equity, allocation, as well as ways to stretch the equity budget, so that shares are used where they will have the greatest impact.

Wendy Howard, Executive Compensation Manager, Fairchild Semiconductor, US
Cindy Swech, Director, Comepsation Benefits Human Resources Progress Software, US
Ted Buyinski, Senior Vice President, Radford, US
Kathy Duarte, Senior Director of Compensation, Benefits and HRIS, Trident Semiconductor, US

Saint Gobain, a truly global French company with over 200,000 employees in 64 countries recently launched an all-employee RSU plan. At this session, Saint Gobain will discuss challenges and successes related to plan implementation, as well as the resulting impact on the organization’s overall compensation and benefits policy.

Charley Cock, BNP Paribas
Alan Delmas, St. Gobain

This panel of advisors from different disciplines, (Administration, Tax, Plan Design, and Legal) will answer a series of common share plan questions from their unique perspectives.  Questions will cover topics ranging from award structure, communications, and transaction processing to what keeps different disciplines up at night.  We will also focus on new award types such as performance, as well as to the unintended consequences of following the advice of one group without consulting the others.  

Scott Barrall, Senior Manager, Deloitte, US
Patricia Boepple, SVP Global Operations, Global Shares, US
Oliver Freigang, Managing Director, UBS, Switzerland
Judith Greaves, Partner, Pinsent Masons, UK
Alan Judes, Managing Director, Strategic Remuneration, UK

Global Payments launched their first SAYE to employees in the UK in 2010. This session will cover the research undertaken and approvals required pre-launch, followed by a detailed description of the plan design, employee communications, maturity planning and take up achieved. The session will be invaluable for any issuers planning to launch a similar plan, particularly those with a US parent who needs to make considerations about currency exchange risks.  Based on the success of the plan (with 47% of employees joining), Global Payments is currently working on launching it globally, with Hong Kong being the next jurisdiction.  Expected to launch in early 2011, we will cover the considerations and issues of launching a plan in Hong Kong as well as the UK.

Martin Nellist of YBS and Clare Phillips of Global Payments will jointly present this session. Global Payments UK, one of the UK’s largest card processing providers, has been a wholly owned subsidiary of Global Payments Inc. since June 2009 and trades under the name of HSBC Merchant Services.  YBS (Yorkshire Building Society) is a major supplier of SAYE and SIP administration services to a range of UK and global companies. 

Martin Nellist, Share Plan Consultant, YBS Share Plans, UK
Clare Phillips, Global Payments

This session will address the varying and sometimes inconsistent requirements for securing SAFE approval for different types of equity compensation plans in various provinces in China through the eyes of two U.S. multinationals that recently sought SAFE approval (Stryker Corporation in Beijing covering stock options and RSUs and Life Technologies Corporation in Shanghai covering its ESPP, stock options and RSUs). The session will address equity compensation structural requirements in the different provinces (e.g., post-termination treatment of awards), currency conversion and procedural steps associated with the in-bound and out-bound currency flow in connection with equity compensation awards, the content of applications for SAFE approval and the associated procedures in various provinces.  The session also will address common operational and administrative procedures employed by a U.S. broker that administers equity compensation plans; the challenges presented by such procedures in light of the foreign exchange requirements in China, and the measures the U.S. broker took to conform to the SAFE approval requirements.

Aimee Soodan, Attorney at Law, Baker & McKenzie, US
Brian Wydajewski, Partner, Baker & McKenzie, US
Tracy Ward, Senior Manager, Equity Compensation, Life Technologies Corporation, US

BP faced significant tax challenges related to their mobile workforce that prompted them to think differently about their existing processes. They wanted to move from a spreadsheet-based process to an automated solution. They felt like this would improve the efficiency, consistency and accuracy, while still maintaining great service to their executives. The solution was a multi-pronged data hub approach that included collaborating with their two equity compensation service providers Fidelity Stock Plan Services and Computershare, along with their tax provider Deloitte and many internal BP groups including rewards, technology and payroll. When complete their vision became a reality with the development of a fully automated data hub for tax related information. This allowed the company to quickly and easily work with Deloitte's automation and calculate taxes for their most complex mobile employees.  As part of the development, BP worked closely with Fidelity Stock Plan Services and Computershare to build critical linkages between BP's data hub and their administrator's systems of record to satisfy their needs. This development effort is now complete, and the data hub inside BP is operational for all of their key equity events. During this exciting session, we will recount BP's shift in processes, determination to succeed, as well as their partnerships with their service providers that has allowed them to achieve their overall goal of increased accuracy and efficiency for their most complex tax situations.

Jeremy Boraks, Managing Director, Equity Compensation, Fidelity Investments, US
Peter Vassallo, Reward Director - Equity Plans, BP plc, UK
Randy Boldt,Executive Derewards, BP, plc, US
Scott Curran, Senior Manager, Deloitte, UK
Alan Slater, Computershare, UK

Telefonica is one of the largest telecommunications firms in the world. With over 280 million customers and 264,000 employees across 24 different countries that span the globe, the company is a true leader in its field. As the internal drive to promote employees share ownership and foster a global intra-company identity continues, Telefonica’s share plans have also evolved and developed through intelligent plan design, innovative technology and an underlying corporate commitment to promoting an equity compensation culture.

This enlightening session presents a case study that tracks that development from its initial Performance Share Plans, to the rollout of the award winning Global Employee Share Plan in 2010, to its innovative future approach to benchmarking, performance conditions and employee share ownership.

Marcus McEvoy, Relationship Manager - Vice President, Morgan Stanley Smith Barney, SP
Jaime Sol, Partner, Garrigues
Tina Clayton, Director of Global Incentives and International Assignments, Telefonica

Over the last years, few attempts have been made to look at the plan administration / share pay industry as a whole (the 40 000 foot overview) and try to answer questions such as "What are the future & strategic trends (not just on plan structures, but also political, regulatory, etc)? What will change? (plan structures, roles, product offerings, needs etc) What will remain unchanged?" and similar questions. In an effort to become more pro-active, this session will present consolidated input from key vendors and issuers, discuss the findings in a panel discussion and open up for an interactive Q&A with delegates.

Britta Schmitt, Senior Manager Human Capital - Performance & Reward, Ernst &Young
Jay Foley, Managing Director, Global Stock Plan Services, Morgan Stanley Smith Barney
Christopher Jereb, Director Remuneration - Group HR, Amcor
Arne Peder Blix, President and CEO, Norse Solutions

The idea is to organize a debate with a WW consultant, legal advisor and clients (we could find other co-presenter representing other companies) and discuss the evolution of Top Executives Global compensation. It is becoming more and more close whatever the country is....

AnneVaucheret, Vice President, Compensation and Benefits, Publicis Groupe, FR
Sami Toutounji, Partner, Shearman & Sterling, FR
Philippe Poincloux, Principal, Towers Watson, FR

Recent GEO surveys have shown that more than half of the survey participants are interested in seeing more information about US plans.  This exciting panel session will detail legal, administrative, and practical considerations for the expansion of your equity compensation programs to the United States.  Sharing common pitfalls and practical tips for avoiding those pitfalls, our panelists bring close to 50 year of combined equity compensation plan experience including significant work with non-US issuers who have chosen to expand their equity compensation plans to the United States.  

In this session, the panel will discuss:

• Legal considerations, including public and private company securities law rules that apply to non-US issuers
• Tax considerations for varying types of equity awards (including significant differences from the treatment of certain types of awards outside of the US)
• Practical considerations for your project plan including checklists of important things to consider

David Thomas, Partner, Wilson Sonsini Goodrich Rosati, US
Scott McCall, Partner, Wilson Sonsini Goodrich Rosati, US
Kimberly Steele, Senior Manager, Global Stock Admnistration, First Solar, US

This fascinating panelist session regarding issues facing Global companies as they offer share plans to their US population will feature a discussion of US-Centric issues that might pose challenges to a non-US company.  Examples will include Tax Reporting on IRS Qualified share plans, recent regulatory issues affecting the US market and a comparison between common plan types in the US and their equivalents outside the US.

Adie Leung, Partner, Citigroup, CN
James Stoudt, Vice President, Compensation Services, GlaxoSmithKline, US
Debbie Tsoi-A-Sue, Director, Stock Plan Services, Yahoo, Inc., US
Jay Foley, Managing Director, Morgan Stanley Smith Barney, UK

 Google has offices around the world, and tracks employee mobility for taxation purposes. While the current process works fine, the Equity team wanted to build a more scalable solution to support growing headcount. Google engaged PricewaterhouseCoopers (PwC) as their international mobile tax partner to help create an automated tax calculation engine that would provide more robust functionality. Google also partnered with its stock plan service provider, Morgan Stanley Smith Barney (MSSB), to develop an integrated, flexible and efficient process to get tax calculations for Googler transactions, including traditional option exercises, TSO market transactions or restricted stock unit vesting events.

In this presentation, we would like to present the case study of the how the three firms partnered and developed a scalable solution without placing undue burden on the corporate issuer, tax service provider or the equity compensation service provider.

Ronni Horrillo,  Director of Treasury, Google, US
Matthew Connor, Vice President, Morgan Stanley Smith Barney, US

This session centers around areas of risk that impact stock administration but that are often not considered. Carine Schneider and Jessica Dolan of Global Shares will present considerations around the following aspects of stock plan administration:

• Data Privacy
  
• Software models
  
• Outsourcing concerns
  
• Plan interpretation
  
• SOX/SAS 70 concerns

Carine Schneider, CEO, Equity Administration Solutions, Inc., US
Jessica Dolan, Director, Client Solutions,  Global Shares, US

BT faced considerable challenges in launching their saveshare plan in both the UK and overseas. Migrating between providers and launching in more than 40 countries was no easy task. A task made more difficult by an increased option price and the prevailing global economic climate. By continuing to evolve the technology available to their participants and the attractive communication they had become synonymous with in share plans, BT was able to create an offering that delivered pleasing returns in the overall global take-up. This session will outline the keys to BT’s success, including simple yet effective communication and the targeted use of new technology.

Francis O'Mahony, Head of  Employee Share Plans and Share Registration, BT Group, UK
Andrea Hassel, ESP Client Services Consultant, Equiniti, UK

Ernst & Young invites you to join us for a panel discussion with Citigroup and Starbucks to share their experiences in managing tax compliance for equity compensation to their organizations’ internationally mobile employees. During this session, the panelists will share their real-life experiences in designing, implementing and enhancing their organizations’ processes to facilitate global tax compliance.

Michael Bussa, Partner, Ernst & Young, US
Kim Hackman, International Stock Manager, Starbucks Coffee Company, US

This informative session will focus on links between Daigeo plc’s Reward strategy, share plan design and corporate strategy. We will cover the importance of effective global benchmarking and how we design and tailor our share plans to keep them competitive, attractive and motivational to our employees in different markets across the globe. We will also cover the importance of effective share plan administration and governance, as well as the benefits of linking how our share plans are implemented and administered into the strategy and share plan design phases. This session will outline the following critical aspects of share plan implementation:        

• Internal Governance, Legal and Compliance complexities and solutions    
• Local market “sponsorship” and implementation support    
• Creating and developing the right partnerships (internal and external)     
• Effective communication    
• The use of technology to promote and implement our plans    
• Global challenges and solutions

David Nugent, Executive Reward Manager, Daigeo Plc, IE
Keri Simm, Head of Shares, Daigeo Plc, US

As the corporate governance environment, accounting rules, and taxation become increasingly similar across nations, views of equity compensation, its proper design, and its effectiveness are diverging. This panel discussion featuring four consultants representing the US, UK, Germany, and the Netherlands will discuss how increasing uniformity of regulation is driving more consistency with respect to individual countries' equity compensation practices, but growing divergence among countries. After considering how local regulation is driving certain plan design and operation features, there remain vast differences in the design of equity plans and the accomplishments of those plans. The consultants – with vastly differing views on equity compensation – will discuss the aspects of country culture, company culture, market precedent, expense versus cost, measurement, perceived value, and behavioral economic factors that are continuing to cause investors, company executives, and employees to question whether equity compensation is achieving its goals – and revisiting what those goals are. The discussion will include which of these similar but diverse cultural/governance combinations is likely to most influence the next generation of global equity plan design.

Fred Whittlesey, West Coast Practice Leader, Hay Group, US
Gerard Zaalberg, Consultant, Hay Group, NL
Peter Boreham, Director, Hay Group, UK
William Eggers, Consultant, Hay Group, DE

This session will tackle some of the unforeseen challenges and consequences of adopting IFRS. We will address the technical rules, as well as the practical implications, from the plan administration perspective. The session will highlight an issuer's strategy to address IFRS, with a focus on the ramifications of a phased adoption, including:

• Dilution
  The impact of change in withholding methods on dilution if companies move away from net-share settlements.
• Participant Demographics
  As companies are required to accrue social taxes, more precise detail will be required on participants, including information on mobility.
• Communications

If companies eliminate the withhold-to-cover/net-share settlement opportunities for tax withholding, do their employees understand the other available methods for paying taxes?  For awards outstanding at time of adoption, will employees need to make elections/consents in order for a company to eliminate the net-share settlement method? Have companies started to think about any necessary plan modifications and award agreement revisions?

Christopher Dohrmann, Morgan Stanley Smith Barney
William Dunn, Partner, PricewaterhouseCoopers, US

Oracle has acquired and integrated the stock plans of over 20 large companies in the past few years and, as such, we have learned a lot of great tips and tricks on how best to handle the acquisition of a target company. During this session, we will provide an overview of our best practices guide, which we use as a checklist in acquisition, making the integration of the stock plans, equity awards and employees of a target company run smoothly, even for large acquisitions.

Barbara Wallace, Senior Director Employee Stock Services, Oracle Corporation, US
Lori Clancy, Senior Director Employee Stock Services, Oracle Corporation, US
Rita Dickson, Stock Plan Supervisor, Oracle Corporation, US
Valerie Diamond, Partner, Baker & McKenzie, US

During this session, we will present a case study of an extensive employee education campaign that Covidien undertook to increase participation in its Employee Stock Purchase Plan by non-US employees.  To reverse the trend of continued low participation in its ESPP by non-US participants (despite a generous 15% employer match), Covidien invested significant time and resources in 2010 to help its non-US employees understand the pros and cons of enrolling in the Covidien Global Stock Purchase Plan. We will discuss the challenges and opportunities in developing balanced employee education content for a global audience located in twenty different countries, including how to explain the tax implications without overly complicating the message.  We will also discuss how Covidien successfully leveraged both internal and external expertise, evaluate the outcome of the campaign, and share lessons learned.

Keith Bilezerian, Senior Compensation & Benefits Counsel, Covidien, US
Kate Fournillier, Compensation Analyst, Covidien, US
Mike Pewton, Founder, GlobalSharePlans, SP
Jewon Wee, Managing Director, ISP Advisors, US

The panel of experts will include speakers from Facebook, Halliburton and Orrick. The panel will take an in depth look at the employment and labor law issues that both long established and high growth companies are confronted with when granting equity compensation globally. The panel will set out some of key employment and HR driven challenges and provide practical examples of legal, administrative and HR management solutions. The panel will also explore how different solutions may be appropriate for companies at different points during their corporate growth and expansion. The presentation will be organized in a manner that will facilitate a shared learning environment in which audience members will be encouraged to share their own examples and solutions.
The panel will cover among other topics:

• review of relevant labor and employment protections under legislation (acquired rights;
• managing litigation risks in the EU and in the US;
• managing tax impact of different awards for employees;
• managing globally mobile employees (e.g. tax equalization and related claims);
• understanding the roles of employee representative bodies (e.g. works council);
• managing changes to your programs and addressing acquired rights; and
• crafting employee communication to minimize not maximize exposure.

Sarah Spengler, Stock Plan Manager, Facebook, US
Robert Hayter, Assistant General Counsel, Halliburton, US
Laura Becking, of Counsel, Orrick, Herrington & Sutcliffe, US

Each year it becomes more challenging to offer international participants the same “value” that U.S. participants receive from their equity compensation plan(s). How can you help them make sure they get the greatest benefit possible from their grants? This session will offer practical, real-world advice for doing just that. Looking at two case studies, we will show how special considerations, specifically designed to benefit international participants, can be integrated into both the plan design and educational/communication strategies. We will also discuss ways your broker(s) can be an important partner and resource for both you and your international participants

Craig Rubino, Director, Product Managment, E*TRADE Corporate Services
Larry Bohrer, Vice President, Charles Schwab
Suzanne Bentley, Director - Stock Admin, Payroll & 401(k), NVIDIA Corporation, US
Debbie Tsoi-A-Sue, Director, Stock Plan Services, Yahoo, Inc., US

This session is an in depth look at different types of share purchase and share save plans. We will do a compare and contrast of US style plans versus EU style Plans and their differing issues. We will address who is using them, where they are being used and why. We will look into the design features such as matching shares, holding periods, leverage features etc. and how they are being used in different countries and for what purpose. We will do a case study of Equinix, a US based company issuing equity to worldwide employees. Darrin Short, Director of Stock Services, will talk about the plans Equinix uses to incentive their employees in various countries and the logic behind their design. Our goal is to also get an internationally based issuer who is issuing worldwide to discuss their plans.

Darrin Short, Director of Stock Services, Equinix, US
Sheila Frierson,Vice President & Regional Manager, BNY Mellon Shareholder Services

In today's increasingly global world, equity plans are no longer confined to one country or region of the world, and fortunately, neither is the administrative technology that supports them.

This session will outline the latest technology changes, trends and requirements involved with global equity plans, as well as different technology solutions available to solve common challenges. Representatives from Broadcom Corporation and Rogers Communications will also participate in a panel discussion about how they use technology to creatively solve compensation and benefits problems. They will also provide details on how they worked with their solution provider to develop custom technology solutions to meet their specific needs. This session will also touch on global mobility and taxation, compliance, pros and cons of available service models and much more.

Erin Madison, Senior Manager, Shareholder Services, Broadcom, US
Jennifer Baehr, Strategy & Compliance Manager, Solium Capital, Canada
Chi Hoang, Senior Software Architect, Solium Capital, Canada

Today more than ever before, many financial executives are asking how to manage and reduce the overall expenses associated with stock-based compensation. One of these methods is vesting the options upon the fulfillment of performance criteria that are not time-based (also known as ""performance options"").

This session will be addressing the Human Resource and Accounting Intricacies associated with Performance Equity and how you can make the best use of them in your company.

This session will begin by addressing the HR aspects associated with performance options, as well as the benefits of using performance options to align the employee objectives with the overall company objectives. In addition, the session will address the different accounting treatment of performance options. One of these accounting topics is how the usage of performance options would result in spreading out the stock-based compensation expenses, while potentially reducing these expenses at the same time. The session will then proceeds with addressing the mechanics of setting up performance options in a company.

This session will be an insightful and practical presentation addressing some of the key challenges facing Financial Executive with regards to managing their stock- based compensation expenses, and facing HR professionals with regards to aligning the employee and company objectives.

Ramy Taraboulsi, Adjunct Professor, York University, Canada