Progress Energy 2009 Annual Report Download - page 155

Progress Energy Proxy Statement
17
develop the potential of these employees. The Compensation Committee reviews all executive development plans,
makes executive compensation decisions, evaluates the performance of the Chief Executive Officer and oversees
plans for management succession.
The Compensation Committee may hire outside consultants, and the Compensation Committee has
no limitations on its ability to select and retain consultants as it deems necessary or appropriate. Annually, the
Compensation Committee evaluates the performance of its compensation consultant to assess its effectiveness in
assisting the Committee with implementing the Company’s compensation program and principles. For 2009, the
Compensation Committee retained Hewitt Associates as its executive compensation and benefits consultant to
assist the Compensation Committee in meeting its compensation objectives for our Company. Under the terms of
its engagement, in 2009, Hewitt Associates reported directly to the Compensation Committee. In January 2010,
Hewitt Associates spun off its executive compensation practice into a separate entity named Meridian Compensation
Partners, LLC (“Meridian”), an independent agency wholly-owned by its partners. Meridian reports directly to the
Compensation Committee.
The Compensation Committee relies on its compensation consultant to advise it on various matters relating
to our executive compensation and benefits program. These services include:
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 Assistance in designing incentive plans;
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making pay decisions in light of results; and
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The Compensation Committee has adopted a policy for Pre-Approval of Compensation Consultant Services
(the “Policy”). Pursuant to the Policy, the compensation consultant may not provide any services or products to the
Company without the express prior approval of the Compensation Committee. The compensation consultant did not
provide any services or products to the Company other than those that are provided to the Committee and that are
related to the Company’s executive compensation and benefits program.
The Compensation Committee’s chair or the chairman of our Board of Directors may call meetings,
other than previously scheduled meetings, as needed. The Compensation Committee may form subcommittees
for any purpose that the Compensation Committee deems appropriate and may delegate to such subcommittees
such power and authority as the Compensation Committee deems appropriate. Appropriate executive officers
of the Company ensure that the Compensation Committee receives administrative support and assistance, and
make recommendations to the Committee to ensure that compensation plans are aligned with our business
strategy and compensation philosophy. John R. McArthur, our Executive Vice President and Corporate Secretary,
serves as management’s liaison to the Compensation Committee. William D. Johnson, our Chief Executive
Officer, is responsible for conducting annual performance evaluations of the other executive officers and making
recommendations to the Compensation Committee regarding those executives’ compensation.
The Compensation Committee held seven meetings in 2009.