Visa 2008 Annual Report Download - page 213

Table of Contents
Mr. Saunders commencing upon the date immediately prior to our initial public offering. We also entered into new employment agreements with each of our
other named executive officers that were effective immediately prior to our initial public offering. See "—Employment Arrangements and Potential Payments
Upon Termination and Change in Control."
Executive Compensation Components
The principal components of compensation of our executive officers are:
• base salary;
• annual incentive plan;
• long-term incentive compensation;
• retirement and other benefits;
• perquisites and other personal benefits; and
• post-termination severance.
Our total compensation package is primarily weighted toward the following three components: base salary, annual incentive compensation and long-
term incentive compensation. In setting each executive's target total compensation, we benchmark his or her total compensation package as well as each
component of the compensation package against our compensation peer group. However, the compensation committee does not use a formulaic approach in
determining the appropriate compensation mix. Rather, the committee determines each executive's actual base salary, annual incentive target and long-term
incentive target by considering both the external market data and internal equity amongst our executives based on their experience and performance and the
nature and scope of their roles within our organization. The goal in setting the components of compensation is to provide a competitive total compensation
package that balances market competitiveness to attract and retain talented employees with internal equity and that ties a sufficient portion of total
compensation to individual and corporate performance.
Base Salary
The purpose of base salary is to reward demonstrated experience, skills and competencies relative to the market value of the job. Our compensation
committee approves the base salaries of all our executive officers. Base salaries are targeted at the median of the compensation peer group for comparable
skills and experience, but the compensation committee allows for flexibility in setting salaries above or below the median amount based on the expertise,
performance or proficiency of individual executive officers.
During its review of the base salaries of our executive officers for the 2008 fiscal year, the compensation committee considered:
• market data of the compensation peer group, which was provided by our outside consultants;
• internal review of each executive officer's compensation, both individually and relative to other executive officers; and
• individual performance of the executive officer.
The base salary levels of executive officers are typically considered annually as part of our performance review process, as well as upon an executive
officer's promotion or other change in an executive officer's job responsibilities. Based on the compensation committee's review of the executive
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