The Advisors' Blog

This blog features wisdom from respected compensation consultants and lawyers

August 15, 2019

Private Company Director Pay: Meeting Fees Still Common

Liz Dunshee

A recent survey of 600 private companies showed that 72% pay an annual retainer to directors – and 54% pay a per-meeting fee. That’s according to this article from Private Company Director, which also notes these findings:

– The median annual retainer is $30,000 – but companies in the 90th percentile pay $90,000 and those in the 10th percentile pay $10,000

– More than two-thirds of the companies have a board chair. One-third of these board chairs are independent; the rest are insiders. Nearly a quarter (22%) of the survey respondents have a lead director. Over a third of the respondents offer an additional retainer to board chairs or lead directors (37%) and to committee chairs or members (35%). The median retainer for the chairman of the board or lead director is $20,000

– The median fee for committee chairs or members is between $5,000 and $6,000. Fees for service on the audit committee, which generally requires more work than the other committees, tends to be higher

– 12% don’t compensate any board members – unpaid boards tend to be smaller and made up of all insiders

– 45% of survey respondents who compensate for board service say they pay their inside directors

– The median board workload reported by survey respondents is about 55 hours, with a median four meetings per year. The median board committee workload is 20 hours per year, also involving four meetings (see the survey in yesterday’s blog for how this compares to time commitments of public company directors)