Due to some very unfortunate events in the area of corporate governance board directors have been under increased pressure to perform. The pressure has come through a variety of sources including: Sarbanes-Oxley requirements, SEC rule changes, revised stock exchange listing standards, and shareholder concerns. With the increased role and responsibility of the board director I examined how board directors within the chain restaurant industry are paid. The information below illustrates the following:

• Chain restaurant industry board director pay by market capitalization
• Chain restaurant industry board director pay compared to other segments of the hospitality industry; more specifically; lodging and gaming

Findings from the report are culled from HVS' 2005 Hospitality Board Director Compensation Report©. The peer group comprises one hundred thirty-six publicly traded hospitality companies (60 restaurant, 40 lodging and 36 gaming organizations). All compensation and financial data was obtained through company proxy and/or 10K reports.

Chain restaurant industry board director pay by market capitalization
A review of total compensation¹ for chain restaurant board directors indicated a strong correlation between the amount of compensation received and the size of the company. The median compensation for organizations whose market capitalization is greater than $1 billion in sales was $230,904, sixty-six percent (66%) greater than board directors serving companies in the $300 Million - $1 Billion category, and more than seven times that of the $29,205 received by directors of companies with a market cap of less than $300,000,000.²

Restaurant Market Compensation by Market Cap

Chain restaurant industry board director pay compared to other segments of the hospitality industry
Using the same data breaks as above, Less Than $300,000,000, $300,000,000 - 1 Billion, and Greater Than $1 Billion, I compared how chain restaurant board director total cash compensation compared to their lodging brethren (Lodging and Gaming). Our findings illustrate the following:

Outlook
Closer governmental scrutiny (i.e. Sarbanes-Oxley and SEC) combined with increased shareholder expectation will continue to force the issue of improved corporate governance. With this expectation board director compensation within the chain restaurant industry will continue to rise as "best practice" companies will understand the need to pay competitive rates to attract and retain the best and brightest board directors.

We have just completed our 2005 Hospitality Board Director Compensation Report©. Open the link below to view more information on this report: http://www.hvs.com/Jump/?nid=1853&rt=2

¹ Total Compensation = Cash Retainer + Initial Stock Retainer + Meeting Fees + Annual Stock Award
² Market cap was obtained from smartmoney.com on August 1, 2005.