NACD Library

Director Essentials: Preparing for Proxy Season

Director Essentials: Preparing for Proxy Season Cover
Series: Director Essentials
Publication Date: December 28, 2016
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In brief: As annual meetings approach, directors need to be on their proxy season game. This installment of the Director Essentials series analyzes emerging issues within the framework of key fundamentals. Useful for first-time public company directors and those tasked with their onboarding, this document can also be used as a “refresh” for more experienced directors on the essentials of the proxy process.

How boards can use this resource:
  • Strengthen existing practices for the board review of proxy statements;
  • Improve planning for director presence at the annual meeting;
  • Drawing from the questionnaire, improve boardroom discussions of proxy matters;
  • Drawing from the sample disclosures, improve review of proxy text.
Most relevant audiences: Public company directors, members of audit, compensation, and nominating and governance committees, boardroom executives and advisors involved in proxy disclosures and investor relations