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Fee Simple? Utility Board Directors Get Less Than Peers
How do fees for utility board directors match up to those at other companies? Not too shabbily, as the following data show, but on the whole more modestly.
The Spencer Stuart SSBI Survey traced Board trends, based on proxy data, at 100 of the nation's leading publicly held corporations. The companion UI Survey focused on Board compensation at the 50 largest publicly owned utilities.
For 1994, UI Boards paid directors annual retainers ranging from a high of $30,000 to a low of $6,000, with an average of $19,000. SSBI Boards averaged $30,000, with a high of $70,000 and a low of $17,000.
Forty-eight of the 50 UI Boards paid a meeting attendance fee in addition to the annual retainer. These fees ranged from $1,800 to $250, with an average fee of almost $1,000 for UI Boards. Eighty-eight of the 100 SSBI Boards paid a median fee of $1,000, with fees ranging from $2,500 to $500. Slightly over 40 percent of the SSBI Boards pay a $1,000 fee versus 46 percent of UI Boards.
The number of UI Board meetings ranged from 2 to 16. The average was a little over 9, the same as SSBI Boards. Slightly less than half (48 percent) of UI Boards met 10 times or more; 48 percent of SSBI Boards met 8 times or less.
Of the 50 UI Boards, 96 percent pay some form of cash compensation to outside directors for committee work versus 82 percent of the 100 SSBI Boards. Average meeting fees totaled $7,800 (UI Boards) and $13,300 (SSBI Boards). SSBI Boards, however, hold a greater number of committee meetings.
Total director compensation at the 50 UI Boards ranged from $18,800 to $58,600, with an average of $35,300. Ninety-two percent of the UI Boards averaged under $50,000 versus 39 percent of the SSBI Boards. The 100 SSBI Boards averaged nearly $54,000, and 10 of them averaged over $70,000 per outside director. t
Jonathan A. Crystal is managing director-utilities at Spencer Stuart Executive Search Consultants, Houston office.
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