Santa Clara University

CEPI Exams

The courses and exams provide compensation professionals with the knowledge required to manage and administer equity compensation plans. Course materials cover the core disciplines of equity compensation, and are widely used by practitioners as valuable desk references. The Certified Equity Professional (CEP) designation denotes the highest industry standard for knowledge in comprehensive equity compensation matters.

Exam Dates
For a list of exam dates, please visit the Registration page.

 

Exam Locations

For a list of the current exam locations, click here.



 


Program Outline
Organizations and individuals use the exams as a measurement of basic (Level 1), intermediate (Level 2), and advanced (Level 3) knowledge, skills, and abilities. The following are expected levels of competency for issues in each of the courses.

Level 1 - Fundamentals of Equity Compensation

Audience: New professionals

Experience: < 2 years of equity compensation experience

Relationship with internal and external service providers: General knowledge of responsibilities; interaction limited to specific functions

Relationship with equity plans: reactive

Knowledge base: Policies, procedures, and routine transactions

Fundamentals in Equity Compensation (Level 1)

  • A basic understanding of corporations and the frameworks for corporate governance and finance
  • An understanding of why corporations use equity compensation
  • The ability to differentiate between types of equity compensation
  • A working knowledge of equity compensation terminology
  • A familiarity with the basic procedures necessary to effectively administer an equity compensation program
  • The ability to read and interpret plan documents

Level 2 - Equity Compensation Administrator

Audience: Experienced stock plan professionals

Experience: Passed Level 1; > 2 years of equity compensation experience

Relationship with internal and external service providers: Understands participation of internal departments and external service providers in administering employee equity compensation plans. May make recommendations to decision makers regarding selection of service providers

Relationship with equity plans: Interactive

Knowledge base: All aspects of plan administration, including roles of internal and external service providers

Intermediate Equity Compensation (Level 2)

  • A thorough working knowledge of the basic tax, accounting, securities law, and corporate law aspects of equity compensation plans
  • A thorough understanding of certain common equity compensation-related transactions and issues
  • Familiarity with the specific code and regulatory provisions applicable to equity compensation programs
  • Familiarity with global implications of equity compensation plans

Level 3 - Certified Equity Professional

Audience: Experienced stock plan professionals with managerial and/or consultative responsibilities

Experience: Passed Level 2; exposure to various types of multidimensional plans

Relationship with internal and external service providers: Serves as liaison between all internal and external constituencies. Decision maker in service provider selection process. Holds service providers accountable. Often serves as consultant.

Relationship with equity plans: Proactive

Knowledge base: A complete understanding of the interrelated responsibilities of all equity compensation knowledge domains

Advanced Equity Compensation (Level 3)

  • Ability to identify, analyze, and help resolve complex problems, with particular skills in situations that require an understanding of the interaction among several technical areas
  • An understanding of special equity compensation transactions and issues, such as issues related to corporate governance
  • An understanding of cash-based equity compensation programs, as well as an in-depth understanding of advanced employee stock plan financing methods and certain complex tax and accounting issues
  • Advanced understanding of global implications of equity compensation plans

The Core Disciplines of Equity Compensation

1) Corporate and Securities Law

  • Effects of resale and registration requirements and exemptions of the Securities Act of 1933 as applied to privately-owned and publicly-held companies
  • Securities Exchange Act of 1934 requirements for periodic reporting, proxy solicitation, tender offers, and insider trading
  • Characteristics and authority of public and private companies - board of directors, business entities, blue sky laws

2) Accounting

Accounting implications to equity compensation of:

  • Accounting Standards Codification Topic 718 - ASC 718 (Previously Financial Accountings Standards Board Statement No. 123 Revised "FAS 123R")
  • IFRS 2
  • Financial Accountings Standards Board Interpretation No. 28 ("FIN28")


3) Taxation

Implications of taxation rules surrounding equity compensation plans:

  • Internal Revenue Code Nos. 421, 422, 423, 424
  • Knowledge of income tax collection and deduction rules applicable to companies and to recipients of equity compensation

4) Equity Plan Design, Analysis, and Administration

  • Awareness of the different equity compensation vehicles and requirements
  • Knowledge of various processes and procedures to accomplish equity compensation goals
  • Understanding of standard and unique equity compensation plan provisions and documents and their effects to recipients and the company
  • Insight into shareholder concerns and considerations with respect to equity compensation

Functional Areas and Associated Knowledge

 


Functional Area
Level 1 percentage weighting* Level 2 percentage weighting* Level 3 percentage weighting*
Equity Plan Design, Analysis, and Administration 30% 26% 29%
Accounting 12% 20% 23%
Corporate and Securities Law 25% 28% 26%
Taxation 33% 26% 23%

 

*Note:  Beginning with the 2012 exams, the CEPI will include 10% experimental items on the tests.  Experimental items are unscored, unidentified items, and may not adhere to these percentages.  Scored items WILL reflect this weighting.

Level 3 percentages are rounded.  Actual percentages are 28.6%, 22.85%, 25.7% and 22.85%.

 
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