The document outlines the charter of the Nominating and Corporate Governance Committee of Dana Holding Corporation. It discusses the committee's purpose of identifying qualified board members, recommending nominees, developing corporate governance guidelines, overseeing evaluations, and establishing compensation policies. It also describes the committee's composition, duties, and responsibilities which include identifying director candidates, reviewing director resignations, recommending committee members, determining director independence, and overseeing succession planning. The charter also covers the committee's meetings, use of resources, annual review process, and availability on the company's website.
The Corporate Governance Committee Charter establishes the purpose, composition, duties, and responsibilities of Entergy Corporation's Corporate Governance Committee. The Committee oversees issues related to the Board of Directors, including identifying qualified Board members and developing corporate governance principles. It also oversees evaluations of the Board and management. The Charter outlines the Committee's duties to review the size and composition of the Board, identify director nominees, and make recommendations regarding Board committees and procedures. It grants the Committee authority to retain advisors and conduct an annual self-evaluation.
CHS Corporate Governance and Nominating Committeefinance15
The document outlines the charter of the Corporate Governance and Nominating Committee of Chico's FAS, Inc. The committee is responsible for corporate governance policies, identifying and recruiting director candidates, and overseeing board evaluations. It must be comprised of at least three independent directors elected to one-year terms. The committee determines needed backgrounds for directors, nominates candidates, and recommends board committee memberships and chairs. It oversees annual performance evaluations of the board and committees.
The document outlines the charter of the Nominating and Corporate Governance Committee of Advanced Micro Devices, Inc. The purpose of the committee is to identify qualified board candidates, select nominees for election to the board, develop corporate governance guidelines, and oversee evaluations of the board and management. The committee is responsible for recommending candidates for board membership, reviewing director performance, considering director removals, and overseeing governance matters. Members must be independent directors and the committee has power to retain advisors to assist in its duties.
The document outlines the charter of the Nominating and Corporate Governance Committee of Freeport-McMoRan Copper & Gold Inc. The committee assists the board in identifying and recommending qualified individuals to serve as directors. It monitors board composition, evaluates board effectiveness, and maintains corporate governance guidelines. The committee is comprised of independent directors and meets at least twice annually. It has authority to oversee director nominations, board composition, committee structure, compensation, and annual performance evaluations.
GM_Corporate Governance_Directors and Corporate Governance CommitteeManya Mohan
The Directors and Corporate Governance Committee is responsible for identifying and recommending individuals to serve on the Board of Directors of General Motors Corporation. The Committee oversees matters related to Board service and corporate governance. It is tasked with reviewing director qualifications, recommending Board nominees, and overseeing new director orientation and continuing education. The Committee also monitors compliance with corporate governance guidelines and annually evaluates Board effectiveness.
The document outlines the charter of the Compensation Committee of the Board of Directors of L-3 Communications Holdings, Inc. The committee is responsible for assisting the board in overseeing executive compensation, evaluating CEO performance and compensation, reviewing incentive plans, and preparing compensation disclosures. Key duties include setting compensation for executive officers and directors, monitoring incentive plans, retaining compensation consultants, and reporting to the full board. The committee will also annually review its own performance and the adequacy of its charter.
The Governance Committee Charter establishes the purpose, membership, structure, duties, and responsibilities of the Governance Committee of Ingram Micro Inc.'s Board of Directors. The Committee is responsible for developing corporate governance principles, nominating Board members and committee appointments, evaluating Board performance, and overseeing governance processes. It shall meet at least four times per year and has authority to retain outside experts to help identify director candidates.
The document outlines the corporate governance guidelines for the Board of Directors of The Goldman Sachs Group, Inc. as amended in January 2007. It addresses several topics in over 20 sections, including: board composition and size; selection of the chairman and CEO; selection and evaluation of directors; committee structure and responsibilities; and expectations for director participation, loyalty, ethics, and stock ownership. The guidelines are intended to promote effective board functioning and oversight of the company in the interests of shareholders.
The Corporate Governance Committee Charter establishes the purpose, composition, duties, and responsibilities of Entergy Corporation's Corporate Governance Committee. The Committee oversees issues related to the Board of Directors, including identifying qualified Board members and developing corporate governance principles. It also oversees evaluations of the Board and management. The Charter outlines the Committee's duties to review the size and composition of the Board, identify director nominees, and make recommendations regarding Board committees and procedures. It grants the Committee authority to retain advisors and conduct an annual self-evaluation.
CHS Corporate Governance and Nominating Committeefinance15
The document outlines the charter of the Corporate Governance and Nominating Committee of Chico's FAS, Inc. The committee is responsible for corporate governance policies, identifying and recruiting director candidates, and overseeing board evaluations. It must be comprised of at least three independent directors elected to one-year terms. The committee determines needed backgrounds for directors, nominates candidates, and recommends board committee memberships and chairs. It oversees annual performance evaluations of the board and committees.
The document outlines the charter of the Nominating and Corporate Governance Committee of Advanced Micro Devices, Inc. The purpose of the committee is to identify qualified board candidates, select nominees for election to the board, develop corporate governance guidelines, and oversee evaluations of the board and management. The committee is responsible for recommending candidates for board membership, reviewing director performance, considering director removals, and overseeing governance matters. Members must be independent directors and the committee has power to retain advisors to assist in its duties.
The document outlines the charter of the Nominating and Corporate Governance Committee of Freeport-McMoRan Copper & Gold Inc. The committee assists the board in identifying and recommending qualified individuals to serve as directors. It monitors board composition, evaluates board effectiveness, and maintains corporate governance guidelines. The committee is comprised of independent directors and meets at least twice annually. It has authority to oversee director nominations, board composition, committee structure, compensation, and annual performance evaluations.
GM_Corporate Governance_Directors and Corporate Governance CommitteeManya Mohan
The Directors and Corporate Governance Committee is responsible for identifying and recommending individuals to serve on the Board of Directors of General Motors Corporation. The Committee oversees matters related to Board service and corporate governance. It is tasked with reviewing director qualifications, recommending Board nominees, and overseeing new director orientation and continuing education. The Committee also monitors compliance with corporate governance guidelines and annually evaluates Board effectiveness.
The document outlines the charter of the Compensation Committee of the Board of Directors of L-3 Communications Holdings, Inc. The committee is responsible for assisting the board in overseeing executive compensation, evaluating CEO performance and compensation, reviewing incentive plans, and preparing compensation disclosures. Key duties include setting compensation for executive officers and directors, monitoring incentive plans, retaining compensation consultants, and reporting to the full board. The committee will also annually review its own performance and the adequacy of its charter.
The Governance Committee Charter establishes the purpose, membership, structure, duties, and responsibilities of the Governance Committee of Ingram Micro Inc.'s Board of Directors. The Committee is responsible for developing corporate governance principles, nominating Board members and committee appointments, evaluating Board performance, and overseeing governance processes. It shall meet at least four times per year and has authority to retain outside experts to help identify director candidates.
The document outlines the corporate governance guidelines for the Board of Directors of The Goldman Sachs Group, Inc. as amended in January 2007. It addresses several topics in over 20 sections, including: board composition and size; selection of the chairman and CEO; selection and evaluation of directors; committee structure and responsibilities; and expectations for director participation, loyalty, ethics, and stock ownership. The guidelines are intended to promote effective board functioning and oversight of the company in the interests of shareholders.
The Personnel Committee is responsible for overseeing Entergy Corporation's executive compensation policies and programs. This includes establishing compensation for executive officers, administering incentive plans, and reviewing major employee matters like diversity, safety and compensation. The Committee also monitors executive performance and development, and ensures compliance with regulatory requirements regarding compensation. It is comprised of at least three independent directors and is responsible for annually evaluating its own performance.
TechTarget Corporate Governance Nominating And Corporate Governance Committee...Manya Mohan
The Nominating and Corporate Governance Committee is responsible for identifying and recommending individuals for the Board of Directors as well as developing corporate governance guidelines. The Committee oversees annual evaluations of the Board and management. It is tasked with reviewing related party transactions, the Code of Business Conduct, and recommending changes to governance policies and procedures.
The Governance Committee of Integrys Energy Group's Board of Directors has several responsibilities:
1. It oversees issues related to the composition and operation of the Board, including identifying and recommending qualified candidates for the Board and reviewing corporate governance principles.
2. It is comprised solely of independent directors and meets at least twice per year.
3. Its oversight areas include evaluating Board committees and membership, establishing director qualifications and selection criteria, conducting annual reviews of Board and committee effectiveness, and reviewing director compensation and liability insurance.
constellation energy Charter of Nominating and Corporate Governance Committeefinance12
The Nominating and Corporate Governance Committee of Constellation Energy Group consists of at least three directors appointed by the Board of Directors. Committee members must meet independence requirements and hold office for one year. The Committee is responsible for developing corporate governance guidelines, screening and recommending nominees for the Board of Directors, reviewing director independence, and overseeing annual Board and committee self-evaluations. Key duties include developing orientation for new directors and continuing education for all directors.
The Corporate Governance and Nominating Committee Charter outlines the committee's responsibilities which include: identifying and recommending individuals for nomination to the board and its committees; developing and recommending corporate governance principles; and performing an annual self-evaluation of the committee's performance. The committee is comprised of at least three independent directors appointed by the board. It is responsible for issues relating to board composition, effectiveness and indemnification of directors.
The document outlines corporate governance guidelines for Kohl's Corporation. It discusses the authority and responsibilities of the board of directors in overseeing management and the company's business. The document also covers board structure, selection criteria for directors, committee composition, and policies regarding board operations, performance evaluations, and ethical standards.
The document outlines the corporate governance guidelines of Perini Corporation. It discusses (1) the composition and responsibilities of the Board of Directors, including director qualifications and independence, (2) the roles and responsibilities of Board committees, and (3) policies regarding Board performance evaluation, director orientation, management succession planning, and the company's code of business conduct. The guidelines are intended to assist the Board in exercising its duties to stakeholders.
The document outlines the purpose, membership, authority, and responsibilities of the Compensation, Nominating and Governance Committee of Royal Gold, Inc. Specifically:
1) The committee oversees compensation policies and plans, determines compensation for executive officers and directors, and reviews/discusses the company's compensation discussion and analysis.
2) It identifies or reviews board nominees, considers board size/composition, and develops corporate governance principles.
3) The committee is comprised of at least three independent board members appointed by the board, and is responsible for executive compensation, incentive plans, and non-employee director compensation.
The document outlines the charter of the Nominating Committee of NVR, Inc. It establishes that the committee is responsible for identifying and recommending qualified individuals to serve on the board of directors. The committee membership must consist of at least four independent directors. The charter details the committee's authority which includes recommending nominees, assessing current directors, reviewing board committee structure, and retaining advisors. It also requires an annual self-evaluation.
The document outlines the charter for the Governance & Nominating Committee of Owens & Minor, Inc. It establishes that the committee will be comprised of at least 3 independent directors appointed annually by the board. The committee is responsible for identifying and nominating qualified board candidates and committee members and overseeing corporate governance policies. It is also tasked with annually evaluating board performance and CEO performance, succession planning, and reviewing its own charter. The charter provides the framework for the committee's composition, objectives, authority, responsibilities, and procedures.
western unionCorporate Governance Guidelinesfinance47
The Board of Directors is responsible for overseeing Western Union and selecting the CEO and other executive management. The Board's primary functions are oversight, ethics and integrity, evaluating performance, reviewing strategic plans, advising management, and ensuring compliance. The Board establishes committees, evaluates itself, and plans for CEO succession to fulfill its responsibilities.
The document outlines corporate governance guidelines for a company's board of directors. It addresses topics such as board structure, committees, the lead director position, director responsibilities, and board practices. Key points include that a majority of the board will be independent, directors are responsible for acting in the best interests of shareholders, and the board will conduct annual self-evaluations to assess its performance.
The document outlines the charter of the Nominating and Governance Committee of CBS Corporation. The committee is responsible for identifying and recommending board nominees, assessing board composition, overseeing corporate governance practices, evaluating board performance, and reviewing related party transactions. The committee has authority to retain outside advisors and review director compensation. It will meet at least three times per year and regularly report to the full board.
The Corporate Governance and Nominating Committee Charter outlines the committee's purpose, duties, and responsibilities. The committee is responsible for identifying and evaluating governance issues, developing governance principles, reviewing candidates for the board of directors, and overseeing evaluations of the board and senior management. The charter describes the committee's organization, including its appointment of members and meetings, as well as its authority to retain advisors and evaluate its own performance.
The document outlines the corporate governance guidelines for TechTarget's Board of Directors. It discusses the board's structure and procedures, including director qualifications, responsibilities, succession planning, compensation, and access to management and advisors. The guidelines cover issues such as board size, committee composition, executive sessions, orientation, evaluations, and shareholder communications. The board will periodically review and amend the guidelines as needed to fulfill its duties governing the company.
The document outlines the charter of The Pantry, Inc.'s Compensation and Organization Committee. The purpose of the committee is to establish and administer executive and director compensation policies, programs, and procedures, as well as assess organizational structure and executive development. The committee must be comprised of at least three independent directors appointed by the board. Key responsibilities include reviewing and determining compensation for the CEO and other executives, overseeing succession planning, and administering compensation plans.
The document outlines the charter of The Pantry, Inc.'s Compensation and Organization Committee. The purpose of the committee is to establish and administer executive and director compensation policies, programs, and procedures, as well as assess organizational structure and executive development. The committee must be comprised of at least three independent directors appointed by the board. Key responsibilities include reviewing and determining compensation for the CEO and other executives, overseeing succession planning, and administering compensation plans.
The document outlines the charter of Toll Brothers, Inc.'s Nominating and Corporate Governance Committee. The committee is responsible for identifying and selecting director nominees, developing corporate governance guidelines, and providing an annual evaluation report. It will select nominees based on statutory requirements and NYSE rules, evaluate board size and composition, recommend compensation for directors, and adopt governance procedures. The committee has sole authority to retain advisors and will annually review its own performance.
The Nominating and Governance Committee is composed of at least three independent directors who are appointed by the Board of Directors of Reliance Steel & Aluminum Co. The primary purpose of the committee is to ensure the Board and its committees are properly constituted to meet fiduciary obligations to shareholders. Key responsibilities include identifying and evaluating Board nominees, developing governance policies, overseeing Board and management evaluations, and recommending committee assignments. The committee meets at least annually and reports regularly to the full Board.
The Corporate Governance and Nominating Committee Charter outlines the committee's purpose, duties, and responsibilities which include identifying and evaluating governance issues, developing governance principles, identifying and evaluating board candidates, overseeing board and management evaluations, and performing self-evaluations. The committee is comprised of at least three independent directors and meets at least four times annually. It has authority to retain outside experts to assist in its work and will annually review its performance.
The Governance Committee Charter establishes the purpose, composition, operations, authority, and duties of the Quest Diagnostics Governance Committee. The committee is responsible for identifying board nominees, monitoring corporate governance developments, overseeing board self-evaluations, and reviewing related party transactions and compliance with ethics codes. The charter grants the committee authority to retain advisors as needed to perform its duties of board oversight.
walgreen Nominating and Governance Committee Charter finance4
The Walgreen Co. Nominating and Governance Committee Charter establishes the committee to identify qualified board members and establish corporate governance principles. The committee is comprised of at least three independent directors appointed by the board, and is authorized to recommend governance guidelines, board member qualifications, and candidates for board and committee positions. The committee meets at least twice yearly and is responsible for duties including reviewing board independence and composition, overseeing board evaluations, and recommending changes to non-employee director compensation.
The Personnel Committee is responsible for overseeing Entergy Corporation's executive compensation policies and programs. This includes establishing compensation for executive officers, administering incentive plans, and reviewing major employee matters like diversity, safety and compensation. The Committee also monitors executive performance and development, and ensures compliance with regulatory requirements regarding compensation. It is comprised of at least three independent directors and is responsible for annually evaluating its own performance.
TechTarget Corporate Governance Nominating And Corporate Governance Committee...Manya Mohan
The Nominating and Corporate Governance Committee is responsible for identifying and recommending individuals for the Board of Directors as well as developing corporate governance guidelines. The Committee oversees annual evaluations of the Board and management. It is tasked with reviewing related party transactions, the Code of Business Conduct, and recommending changes to governance policies and procedures.
The Governance Committee of Integrys Energy Group's Board of Directors has several responsibilities:
1. It oversees issues related to the composition and operation of the Board, including identifying and recommending qualified candidates for the Board and reviewing corporate governance principles.
2. It is comprised solely of independent directors and meets at least twice per year.
3. Its oversight areas include evaluating Board committees and membership, establishing director qualifications and selection criteria, conducting annual reviews of Board and committee effectiveness, and reviewing director compensation and liability insurance.
constellation energy Charter of Nominating and Corporate Governance Committeefinance12
The Nominating and Corporate Governance Committee of Constellation Energy Group consists of at least three directors appointed by the Board of Directors. Committee members must meet independence requirements and hold office for one year. The Committee is responsible for developing corporate governance guidelines, screening and recommending nominees for the Board of Directors, reviewing director independence, and overseeing annual Board and committee self-evaluations. Key duties include developing orientation for new directors and continuing education for all directors.
The Corporate Governance and Nominating Committee Charter outlines the committee's responsibilities which include: identifying and recommending individuals for nomination to the board and its committees; developing and recommending corporate governance principles; and performing an annual self-evaluation of the committee's performance. The committee is comprised of at least three independent directors appointed by the board. It is responsible for issues relating to board composition, effectiveness and indemnification of directors.
The document outlines corporate governance guidelines for Kohl's Corporation. It discusses the authority and responsibilities of the board of directors in overseeing management and the company's business. The document also covers board structure, selection criteria for directors, committee composition, and policies regarding board operations, performance evaluations, and ethical standards.
The document outlines the corporate governance guidelines of Perini Corporation. It discusses (1) the composition and responsibilities of the Board of Directors, including director qualifications and independence, (2) the roles and responsibilities of Board committees, and (3) policies regarding Board performance evaluation, director orientation, management succession planning, and the company's code of business conduct. The guidelines are intended to assist the Board in exercising its duties to stakeholders.
The document outlines the purpose, membership, authority, and responsibilities of the Compensation, Nominating and Governance Committee of Royal Gold, Inc. Specifically:
1) The committee oversees compensation policies and plans, determines compensation for executive officers and directors, and reviews/discusses the company's compensation discussion and analysis.
2) It identifies or reviews board nominees, considers board size/composition, and develops corporate governance principles.
3) The committee is comprised of at least three independent board members appointed by the board, and is responsible for executive compensation, incentive plans, and non-employee director compensation.
The document outlines the charter of the Nominating Committee of NVR, Inc. It establishes that the committee is responsible for identifying and recommending qualified individuals to serve on the board of directors. The committee membership must consist of at least four independent directors. The charter details the committee's authority which includes recommending nominees, assessing current directors, reviewing board committee structure, and retaining advisors. It also requires an annual self-evaluation.
The document outlines the charter for the Governance & Nominating Committee of Owens & Minor, Inc. It establishes that the committee will be comprised of at least 3 independent directors appointed annually by the board. The committee is responsible for identifying and nominating qualified board candidates and committee members and overseeing corporate governance policies. It is also tasked with annually evaluating board performance and CEO performance, succession planning, and reviewing its own charter. The charter provides the framework for the committee's composition, objectives, authority, responsibilities, and procedures.
western unionCorporate Governance Guidelinesfinance47
The Board of Directors is responsible for overseeing Western Union and selecting the CEO and other executive management. The Board's primary functions are oversight, ethics and integrity, evaluating performance, reviewing strategic plans, advising management, and ensuring compliance. The Board establishes committees, evaluates itself, and plans for CEO succession to fulfill its responsibilities.
The document outlines corporate governance guidelines for a company's board of directors. It addresses topics such as board structure, committees, the lead director position, director responsibilities, and board practices. Key points include that a majority of the board will be independent, directors are responsible for acting in the best interests of shareholders, and the board will conduct annual self-evaluations to assess its performance.
The document outlines the charter of the Nominating and Governance Committee of CBS Corporation. The committee is responsible for identifying and recommending board nominees, assessing board composition, overseeing corporate governance practices, evaluating board performance, and reviewing related party transactions. The committee has authority to retain outside advisors and review director compensation. It will meet at least three times per year and regularly report to the full board.
The Corporate Governance and Nominating Committee Charter outlines the committee's purpose, duties, and responsibilities. The committee is responsible for identifying and evaluating governance issues, developing governance principles, reviewing candidates for the board of directors, and overseeing evaluations of the board and senior management. The charter describes the committee's organization, including its appointment of members and meetings, as well as its authority to retain advisors and evaluate its own performance.
The document outlines the corporate governance guidelines for TechTarget's Board of Directors. It discusses the board's structure and procedures, including director qualifications, responsibilities, succession planning, compensation, and access to management and advisors. The guidelines cover issues such as board size, committee composition, executive sessions, orientation, evaluations, and shareholder communications. The board will periodically review and amend the guidelines as needed to fulfill its duties governing the company.
The document outlines the charter of The Pantry, Inc.'s Compensation and Organization Committee. The purpose of the committee is to establish and administer executive and director compensation policies, programs, and procedures, as well as assess organizational structure and executive development. The committee must be comprised of at least three independent directors appointed by the board. Key responsibilities include reviewing and determining compensation for the CEO and other executives, overseeing succession planning, and administering compensation plans.
The document outlines the charter of The Pantry, Inc.'s Compensation and Organization Committee. The purpose of the committee is to establish and administer executive and director compensation policies, programs, and procedures, as well as assess organizational structure and executive development. The committee must be comprised of at least three independent directors appointed by the board. Key responsibilities include reviewing and determining compensation for the CEO and other executives, overseeing succession planning, and administering compensation plans.
The document outlines the charter of Toll Brothers, Inc.'s Nominating and Corporate Governance Committee. The committee is responsible for identifying and selecting director nominees, developing corporate governance guidelines, and providing an annual evaluation report. It will select nominees based on statutory requirements and NYSE rules, evaluate board size and composition, recommend compensation for directors, and adopt governance procedures. The committee has sole authority to retain advisors and will annually review its own performance.
The Nominating and Governance Committee is composed of at least three independent directors who are appointed by the Board of Directors of Reliance Steel & Aluminum Co. The primary purpose of the committee is to ensure the Board and its committees are properly constituted to meet fiduciary obligations to shareholders. Key responsibilities include identifying and evaluating Board nominees, developing governance policies, overseeing Board and management evaluations, and recommending committee assignments. The committee meets at least annually and reports regularly to the full Board.
The Corporate Governance and Nominating Committee Charter outlines the committee's purpose, duties, and responsibilities which include identifying and evaluating governance issues, developing governance principles, identifying and evaluating board candidates, overseeing board and management evaluations, and performing self-evaluations. The committee is comprised of at least three independent directors and meets at least four times annually. It has authority to retain outside experts to assist in its work and will annually review its performance.
The Governance Committee Charter establishes the purpose, composition, operations, authority, and duties of the Quest Diagnostics Governance Committee. The committee is responsible for identifying board nominees, monitoring corporate governance developments, overseeing board self-evaluations, and reviewing related party transactions and compliance with ethics codes. The charter grants the committee authority to retain advisors as needed to perform its duties of board oversight.
walgreen Nominating and Governance Committee Charter finance4
The Walgreen Co. Nominating and Governance Committee Charter establishes the committee to identify qualified board members and establish corporate governance principles. The committee is comprised of at least three independent directors appointed by the board, and is authorized to recommend governance guidelines, board member qualifications, and candidates for board and committee positions. The committee meets at least twice yearly and is responsible for duties including reviewing board independence and composition, overseeing board evaluations, and recommending changes to non-employee director compensation.
The document outlines the charter of the Nominating and Corporate Governance Committee of Starbucks Corporation. It establishes that the committee is responsible for developing policies to properly constitute the board of directors and fulfill fiduciary obligations to shareholders. The charter defines the committee's composition, meeting procedures, authority, and responsibilities which include identifying and screening director candidates, appointing board committees, evaluating board performance, and reviewing corporate governance principles and board compensation.
The Compensation Committee Charter establishes the committee to oversee executive compensation at Integrys Energy Group. The committee is responsible for evaluating executive performance, reviewing compensation philosophy, and recommending executive pay, bonuses, and benefits. Key duties include hiring compensation consultants, setting goals and compensation for the CEO, reviewing compensation plans, and preparing an annual report on executive pay for shareholders. The committee must have at least three independent directors and meet at least annually to fulfill its oversight duties of executive compensation.
The document outlines the charter of the Compensation Committee of the Board of Directors of L-3 Communications Holdings, Inc. The committee is responsible for assisting the board in overseeing executive compensation programs and plans. Key duties include evaluating and setting the compensation of the CEO and other executives, reviewing and approving incentive compensation and equity plans, and preparing an annual report on executive compensation for shareholders. The committee is also tasked with performing annual self-evaluations.
This document outlines the charter of the Walgreen Co. Compensation Committee. The committee is responsible for executive compensation, succession planning, and benefit programs. It must consist of at least three independent directors appointed by the board. The committee has authority to determine compensation for the CEO and other senior executives, administer benefit plans, retain compensation consultants, and oversee succession planning. It is also tasked with reviewing the company's compensation discussion and analysis disclosure.
U.S. Steel Compensation & Organization Committee Charterfinance15
The document outlines the Compensation & Organization Committee Charter of United States Steel Corporation. The committee is responsible for overseeing executive compensation, reviewing disclosure of executive pay, and overseeing employee benefit plans. Key duties include setting compensation for the CEO and other executives, administering incentive plans, reviewing succession plans, and retaining compensation consultants. The committee must have at least three independent director members and meet at least five times per year.
The Nominating and Governance Committee is responsible for identifying and recommending nominees for the Board of Directors, overseeing corporate governance policies and practices, and evaluating the performance of the Board and senior executives. The Committee will be comprised of at least three independent directors appointed by the Board. Key responsibilities include establishing criteria for new Board members, conducting searches for qualified candidates, and overseeing governance guidelines, codes of conduct, and conflicts of interest.
The Nominating and Governance Committee is responsible for identifying and recommending nominees for the Board of Directors, overseeing corporate governance, and evaluating the Board and senior executives. The Committee will be composed of at least three independent directors appointed by the Board. It will establish criteria for selecting Board nominees, conduct candidate searches and interviews, and make recommendations to the Board. The Committee will also oversee evaluations of the Board and senior executives, review corporate governance guidelines and policies, and handle other matters relating to Board composition and corporate governance.
The document outlines the compensation and stock option committee charter of Reliance Steel & Aluminum Co. It establishes that the committee will consist of at least 3 independent board members who will assist the board in determining compensation for executive officers and senior management. The committee is responsible for reviewing and approving compensation policies, evaluating executive performance and compensation including the CEO's, administering incentive plans, and preparing an annual report on executive compensation. The committee will meet at least twice a year to carry out these responsibilities.
The document outlines the corporate governance guidelines for the Board of Directors of The Goldman Sachs Group, Inc. as amended in January 2007. It addresses several topics in over 20 sections, including: board composition and size; selection of the chairman and CEO; selection and evaluation of directors; committee structure and responsibilities; and expectations for director participation, loyalty, ethics, and stock ownership. The guidelines are intended to promote effective board functioning and oversight of the company in the interests of shareholders.
U.S. Steel Corporate Governance & Public Policy Committee Charterfinance15
The Corporate Governance & Public Policy Committee is responsible for identifying and evaluating director nominees, making recommendations about board size and composition, overseeing corporate governance, and assessing public policy issues that may impact the company. The committee aims to select independent directors from diverse backgrounds who can devote sufficient time to board duties. It performs annual self-evaluations and oversees evaluations of the board and management. The committee may hire outside advisors and reviews its charter annually.
The Compensation Committee is responsible for establishing and overseeing Dana Holding Corporation's compensation policies and programs for senior management. Key duties include: (1) reviewing and approving compensation for the CEO and other senior executives; (2) recommending incentive and equity compensation plans; and (3) overseeing regulatory compliance regarding compensation matters. The Committee is authorized to retain compensation consultants or other advisors to assist in carrying out its duties.
The Compensation Committee is responsible for establishing and overseeing Dana Holding Corporation's compensation policies and programs for senior management. Specifically, the Committee reviews and approves compensation for the CEO and other senior executives, recommends incentive plans, oversees regulatory compliance, and produces an annual report on executive compensation for shareholders. The Committee meets regularly, has authority to retain outside advisors, and conducts annual self-evaluations.
The document outlines the Corporate Governance and Nominating Committee Charter for Perini Corporation. The purpose of the committee is to identify and evaluate potential board candidates and lead corporate governance efforts. The committee must consist of at least two independent directors appointed by the board. It has authority to retain outside advisors and meet at least twice per year. Regarding nominations, the committee evaluates candidates, recommends nominees, and assesses board independence. For corporate governance, the committee develops guidelines, reviews committee performance, and recommends criteria for director tenure.
Similar to dana holdings NominatingCommitteeCharter_013108 (20)
SAIC's employees are dedicated to delivering innovative solutions to support clients worldwide, particularly those on the front lines of homeland security and the war in Iraq. The document discusses several ways SAIC supports homeland security, including through emergency preparedness and response training, securing borders and transportation, and responding to nuclear, biological, and chemical threats. SAIC has extensive experience supporting government agencies and was chosen to integrate the new Department of Homeland Security's data network.
This document provides a 3-page annual report for SAIC, a technology and engineering company, for their 35th anniversary in 2004. It summarizes SAIC's history and accomplishments over 35 years, including helping analyze nuclear weapons, undertaking projects in nuclear energy and healthcare, and solving difficult problems for customers in many fields. It discusses SAIC's continued commitment to employee ownership and customer focus. The message to stockholders outlines SAIC's strategies under new CEO Ken Dahlberg to better serve customers, recommit to traditional values, and drive continued growth, including reorganizing into fewer customer-focused units and setting a goal to double the company's value in 5 years.
SAIC delivered strong financial and technical performance in fiscal year 2005. Revenues increased 23% to $7.2 billion and operating income rose 24%. SAIC won many new contracts and saw record contract awards and backlog. Going forward, SAIC aims to capture larger systems integration contracts while maintaining an entrepreneurial culture and pursuing new opportunities in areas like digital oilfield technology. SAIC also seeks to strengthen workforce diversity and development.
The document is SAIC's annual report for fiscal year 2006. It summarizes SAIC's financial performance for the year, highlighting increased revenues of $7.8 billion, net income of $927 million, and diluted earnings per share of $5.15. It also outlines SAIC's strategic business areas of homeland security, intelligence solutions, defense transformation, logistics and transportation, systems engineering and integration, and research and development. The report discusses SAIC's response to hurricanes Katrina and Rita and its commitment to customers, employees, and shareholders.
SAIC provides technical solutions and operational support to government agencies and commercial customers in key areas such as homeland security, intelligence, defense, logistics, and IT. In fiscal year 2007, SAIC achieved revenue growth of 7% and operating income growth of 19% while making strategic acquisitions to expand capabilities. SAIC is committed to executing strategies to accelerate organic growth, expand operating margins, and make additional strategic acquisitions.
1) SAIC achieved strong financial results in FY2008, with revenues of $8.94 billion, up 11% from FY2007, and operating income of $666 million, up 16% from the previous year.
2) SAIC completed strategic acquisitions to expand in energy, infrastructure, and environment areas and appointed a new COO, Larry Prior, to lead organizational transition efforts.
3) Project Alignment is a major multi-year initiative to improve performance by integrating HR, finance, IT and other functions into a shared services model across the company.
The document provides an overview of Terex Corporation for a May 2008 investor conference. It discusses Terex's purpose, mission, and vision. It summarizes Terex's sales, operating profit, and geographic diversity for 2007. It also outlines goals to achieve $12 billion in sales and 12% operating margin by 2010. Finally, it discusses opportunities to improve margins through pricing actions, supply management, productivity initiatives, and The Terex Way values.
The document provides an overview of Terex Corporation and its business segments for an investor conference. It summarizes that Terex has a diversified portfolio across industries and geographies that provides balance through economic cycles. It also outlines opportunities to improve margins through pricing actions, supply management initiatives, and productivity improvements. The goal is to achieve $12 billion in sales and a 12% operating margin by 2010.
The document provides an overview of Terex Corporation for a Merrill Lynch conference. It discusses Terex's purpose, mission, and vision. It also summarizes Terex's diversified business segments and product lines, with aerial work platforms, construction equipment, cranes, material processing and mining equipment being the largest segments. The document outlines Terex's goals for 2010 of achieving $12 billion in sales and 12% operating margins.
The document provides an overview of Terex Corporation from its Basics Industrials Conference presentation on May 8, 2008. It discusses Terex's purpose, mission, and vision. It highlights Terex's strong and diversified revenue base, with income from operations increasing 36% in 2007 and 28% in Q1 2008. It outlines Terex's goals for 2010 of $12 billion in sales and 12% operating margin. The document also provides an overview of each of Terex's business segments.
Terex Corporation provides forward-looking statements and non-GAAP measures in their presentation. Their purpose is to improve people's lives around the world through their construction equipment. Their mission is to delight customers with high-quality products and services that exceed expectations. Their vision is to be the most customer-responsive, profitable, and desirable place for employees to work in the industry. Terex has a strong and diversified revenue base globally, with income and sales growing significantly in recent years. They are the 3rd largest construction equipment manufacturer in the world, with over 75% of sales where they have a strong market presence.
The annual shareholder meeting presentation covered the following key points in 3 sentences:
Terex aims to achieve $12 billion in sales and 12% operating margin by 2010 through executing on supply chain management, pricing discipline, and lean initiatives to improve margins. The company has a diverse portfolio of products and geographic presence to balance performance across economic cycles. Opportunities for margin improvement include coordinating supply efforts, optimizing manufacturing footprint, and pricing actions to offset rising costs.
1) The annual shareholder meeting presentation discusses Terex Corporation's financial goals for 2010, including achieving $12 billion in sales with a 12% operating margin and 15% working capital to sales ratio.
2) It provides an overview of Terex's business segments and their market positions, with approximately 75% of sales generated in markets where Terex has a leading position.
3) The presentation highlights Terex's sales and backlog figures by business segment for the last twelve months through March 2008, with aerial work platforms sales up 9% and cranes sales up 26% compared to the prior year.
This document contains the presentation from Tim Ford, President of Terex Aerial Work Platforms, at the JPMorgan Basics & Industrials Conference on June 4, 2008. Ford discusses the strong sales growth and global expansion of Terex AWP over the past decade. He outlines the secular growth drivers of the aerial work platform industry and Terex AWP's strategy to further strengthen and globalize its business, maximize revenue and profit from its large installed base, and extend its product offerings beyond aerials. Ford also highlights opportunities to apply lean principles more broadly across the value chain through partnerships with customers and suppliers.
Terex Corporation provides forward-looking statements and non-GAAP measures in their presentation. Their purpose is to improve people's lives around the world through their construction equipment. Their mission is to delight customers with high-quality products and services that exceed expectations. Their vision is to be the most customer-responsive, profitable, and desirable place for employees to work in the industry. Terex has a strong and diversified revenue base globally, with income and sales growing substantially in recent years. They are the third largest construction equipment manufacturer in the world, with over 75% of sales where they have a strong market presence.
This document contains the presentation from Tim Ford, President of Terex Aerial Work Platforms, at the JPMorgan Basics & Industrials Conference on June 4, 2008. Ford discusses the strong sales growth and global expansion of Terex AWP over the past decade. He outlines the secular growth drivers for the aerial work platform industry and Terex AWP's strategies to further strengthen and globalize its business, maximize revenue and profit from its large installed base, and extend its product offerings beyond aerials. Ford also highlights opportunities to apply lean principles more broadly across the value chain and customer relationships.
Terex is a leading manufacturer of construction and mining equipment with strong market positions. It aims to grow sales to $12 billion by 2010 through executing on initiatives to improve supply chain management, pricing discipline, and productivity. Terex has a diversified business across products and geographies to balance performance through different economic cycles.
Terex is a leading manufacturer of construction and mining equipment with sales of $9.1 billion in 2007. It aims to grow sales to $12 billion by 2010 through organic growth and acquisitions while improving operating margins to 12% and reducing working capital to sales ratio to 15%. Terex has a diversified business across products and geographies that provides balance throughout the economic cycle.
Terex is the 3rd largest manufacturer of construction equipment in the world based on last twelve months of available Construction Equipment Sales. Terex has a strong and diversified revenue base with almost 70% of 2007 sales generated outside of the USA. Approximately 75% of 2007 sales were generated in markets where Terex has a larger market presence than competitors and/or a significant market share.
Sales and backlog for Terex's business segments through March 31, 2008:
- Aerial Work Platform sales increased 9% with backlog up 4% from the previous period.
- Crane segment sales rose 26% and backlog grew 70% over the same period.
- Material Processing & Mining sales were flat while backlog declined slightly.
Overall, Terex is experiencing growth across most segments though some backlogs decreased slightly from the prior period.
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After this second you should be able to: Explain the main determinants of demand for any mineral product, and their relative importance; recognise and explain how demand for any product is likely to change with economic activity; recognise and explain the roles of technology and relative prices in influencing demand; be able to explain the differences between the rates of growth of demand for different products.
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Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
1. DANA HOLDING CORPORATION
NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER
Purposes
The Nominating and Corporate Governance Committee (the “Committee”) of the Board
of Directors (the “Board”) of Dana Holding Corporation (the “Company”) (a) identifies
individuals qualified to become Board members, consistent with criteria approved by the Board,
(b) recommends Board members to the Board for committee membership, (c) selects, or
recommends that the Board select, the director nominees for the next annual meeting of
stockholders, (d) develops and recommends to the Board corporate governance guidelines
applicable to the Company, (e) oversees the evaluation of the Board and management, and (f)
establishes and administers the Company’s policies, programs and procedures for compensating
Board members.
Composition
Size. The size of the Committee shall be determined by the Board, subject to any
requirements or limitations in the Company’s certificate of incorporation or bylaws. The Board
believes that the Committee should always have at least three members.
Qualifications. Each Committee member shall meet the independence requirements as
may be applicable under the Securities and Exchange Act of 1934 (the “Exchange Act”), the
rules and regulations of the Securities and Exchange Commission (the “SEC”) and the
requirements of the New York Stock Exchange (the “NYSE”) (or the comparable rule or
regulation of such other securities exchange or quotation system that has an independence
requirement on which the securities of the Company are then listed). Desirable qualifications for
Committee members include experience in corporate governance, business management,
personnel or human resources management, and organizational behavior.
Selection. The Board shall select the initial Committee members. Thereafter, the Board
shall appoint Committee members annually based on recommendations of the Committee. The
Committee will select a Committee Chair from among its members. Each Committee member
will serve at the pleasure of the Board for such annual term or until such Committee member is
no longer a Board member.
Duties and Responsibilities
The Committee has the following duties and responsibilities:
1. Identify New Director Candidates. The Committee shall identify individuals
qualified to become Board members and recommend candidates to the Board to
fill new or vacant positions. In recommending candidates, the Committee shall
consider such factors as it deems appropriate, consistent with criteria approved by
the Board and the factors in the Company’s corporate governance guidelines.
These factors may include judgment, skill, diversity, integrity, experience with
2. businesses and other organizations of comparable size, the interplay of the
candidate’s experience with the experience of other Board members, and the
extent to which the candidate would be a desirable addition to the Board and any
committees of the Board. The Committee shall also review the qualifications of,
and make recommendations to the Board regarding, director nominations
submitted to the Company in accordance with the Company’s bylaws or
otherwise, and review and evaluate any stockholder proposals relating to the
nomination by stockholders of any candidates to the Board or the right of any
stockholder to do so.
2. Director Resignations. The Committee shall review and evaluate director
resignations. In addition, in the event any of the directors accept or change
employment or board positions with other public companies, private equity firms
or non-profit organizations, or if other events, circumstances or conditions occur
that may interfere with their ability or qualifications to serve on the Board, the
Committee shall review the matter and make a recommendation to the Board
about their eligibility for continued Board membership.
3. Recommend Committee Members. The Committee shall recommend candidates
for appointment to the Company’s standing committees in accordance with the
policies and principles in the committees’ charters and taking into consideration
such other factors as it deems appropriate including business experience and the
interplay of the candidate’s experience with that of the other committee members.
4. Determine and Review Independence of Committee Members and Directors. The
Committee shall evaluate and determine the applicable standard of independence
for members of the Company’s standing committees in compliance with the
Exchange Act, rules and regulations of the SEC and the listing rules of the NYSE
(or the comparable rule or regulation of such other securities exchange or
quotation system that has an independence requirement on which the securities of
the Company are then listed). At least annually, the Committee shall review (in
addition to the Board) the independence standard and any related independence
issues with respect to the members of the Company’s standing committees and the
Board.
5. Evaluate Incumbent Directors. The Committee shall evaluate whether an
incumbent director should be nominated for re-election to the Board.
6. Review Non-Employee Director Compensation. In accordance with the
Company’s Corporate Governance Guidelines, the Committee shall periodically
review non-employee director compensation in relation to other comparable
companies and in the light of such other factors as the Committee may deem
appropriate. The Committee shall discuss this review with the Board.
7. Develop Corporate Governance Guidelines. The Committee shall develop and
recommend to the Board corporate governance guidelines applicable to the
Company. At least annually, the Committee shall review those guidelines and
recommend changes, as appropriate.
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3. 8. Oversee Evaluations of the Board and Management. The Committee shall
oversee the evaluation of the Board and management in accordance with the
Company’s corporate governance guidelines.
9. Assist in Succession Planning. At least annually, the Committee shall report to
the Board on succession planning with respect to the Chairman of the Board,
CEO, and other senior executive officers, which shall include appropriate
contingencies in case the Chairman of the Board or the CEO retires, resigns or is
incapacitated. The Committee shall assist the Board in evaluating potential
successors to the Chairman of the Board, the CEO and other senior executives.
10. Director Education and Orientation. The Committee shall review and monitor the
orientation of new Board members and the continuing education of all directors in
accordance with the Company’s corporate governance guidelines.
11. Regulatory Governance Requirements. The Committee shall review and monitor
all applicable regulatory governance requirements, including without limitation,
any such requirements of the NYSE (or such other securities exchange or
quotation system on which the securities of the Company are then listed), the
SEC, and the Sarbanes-Oxley Act of 2002.
12. Review Possible Conflicts of Interest. The Committee shall consider possible
conflicts of interest of Board members and management and make
recommendations to prevent, minimize, or eliminate such conflicts of interest.
Consistent with NYSE listing requirements (or the listing requirements of such
other securities exchange or quotation system on which the securities of the
Company are then listed) and the Company’s Standards of Business Conduct, the
Board will cause the Company to promptly disclose any waiver of the Company’s
conflict of interest policy for a director or executive officer.
13. Recommendations as to the Board. The Committee shall make recommendations
regarding the appropriate size of the Board and the effectiveness of the Board in
fulfilling its obligations to the Company and its stockholders. The Committee
shall evaluate and recommend the processes and practices which the Board shall
conduct its business, including (a) the structure, charter and membership of
committees of the Board and (b) committee membership qualifications,
appointment and removal.
14. Board Reports. At least annually, the Committee shall report its activities to the
Board and in such manner and at such times as the Committee or the Board deems
appropriate. This report shall include the Committee’s assessment of the Board’s
performance and procedures.
15. Amendments to Corporate Governance Documents. The Committee shall review
any amendments or modifications to the Company’s corporate governance
documents and recommend to the Board whether such amendments or
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4. modifications, or any other amendments or modifications, shall be made to the
Company’s corporate governance documents.
16. Other Delegated Duties or Responsibilities. The Committee shall perform any
other duties or responsibilities delegated to the Committee by the Board from time
to time.
Meetings
The Committee will meet as frequently as necessary to carry out its responsibilities under
this Charter. The Committee Chair will, in consultation with the other members of the
Committee and appropriate officers of the Company, establish the agenda for each Committee
meeting. Any Committee member may submit items to be included on the agenda. Committee
members may also raise subjects that are not on the agenda at any meeting. The Committee
Chair or a majority of the Committee members may call a meeting of the Committee at any time.
A majority of the number of Committee members selected by the Board shall constitute a
quorum for conducting business at a meeting of the Committee. The act of a majority of
Committee members present at a Committee meeting at which a quorum is in attendance shall be
the act of the Committee, unless a greater number is required by law, the Company’s certificate
of incorporation or its bylaws. The Committee Chair shall supervise the conduct of the meetings
and shall have other responsibilities which the Committee may designate from time to time. The
Committee will cause to be kept adequate minutes of its meetings.
The Committee may request any officer or other employee of the Company, or any
representative of the Company’s legal counsel or other advisors, to attend a meeting or to meet
with any members or representatives of the Committee. Any individual whose performance or
compensation is to be discussed at a Committee meeting should not attend such meeting unless
specifically invited by the Committee. Any Committee member may be excused from a meeting
to permit the remaining members of the Committee to act on any matter in which such member’s
participation is not appropriate, and such member’s absence shall not destroy the quorum for the
meeting.
Delegation
The Committee may, in its discretion, delegate all or a portion of its duties and
responsibilities to a subcommittee of the Committee.
Resources and Authority
The Committee shall have appropriate resources and authority to discharge its
responsibilities, including appropriate funding in such amount as the Committee deems
necessary, to compensate any consultants and any independent advisors retained by the
Committee. The Committee shall have the sole authority to retain and terminate any search firm
to assist in the identification of director candidates and the sole authority to set the fees and other
retention terms of such search firms. The Committee may also retain independent counsel and
other independent advisors to assist it in carrying out its responsibilities. The Committee may
also appoint a secretary, who does not need to be a director, to assist in the discharge of its
responsibilities.
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5. Annual Review
At least annually, the Committee shall (a) review this Charter with the Board and
recommend any changes to the Board and (b) evaluate its performance against the requirements
of this Charter and review this evaluation with the Board. The evaluation shall include the goals
and objectives of the Committee for the upcoming year. The Committee shall conduct its review
and evaluation in such manner as it deems appropriate.
Consistent with NYSE listing requirements (or the listing requirements of such other securities
exchange or quotation system on which the securities of the Company are then listed), this
Charter will be included on the Company’s website and will be made available upon request sent
to the Company’s Secretary. The Company’s annual report to stockholders will state that this
Charter is available on the Company’s website and will be available upon request sent to the
Company’s Secretary.
January 31, 2008
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