Executive pay practices are still in the eye of the storm, with institutional investors, Congress and regulators struggling to address public concerns and criticisms. Evolving best practices, legislated say on pay, and other Dodd-Frank requirements have spawned a series of new SEC and stock exchange listing requirements that affect how compensation committees are approaching pay practices. This annual course of study will deal with the key issues of executive and director compensation, including an update of the rules, resulting in new planning opportunities and constraints on pay. In-house counsel and their advisors will be updated on all the new developments and issues.