Sample Board & Board Committee Self-Evaluation Form

In brief: Produced with the Report of the NACD Blue Ribbon Commission on The Governance Committee: Driving Board Performance, this sample board and committee assessment form is intended to comply with the corporate governance listing requirements of the New York Stock Exchange (NYSE). Companies not listed on this exchange can also adopt these practices to enhance their governance standards.

This resource can help your board

• Design a comprehensive board and committee assessment tool.

• Enhance continuous efforts to improve corporate governance and board effectiveness.

Most relevant audiences: nominating and governance committee members

The focus on the board’s compensation committee has never been sharper. The components of compensation plans and the link between compensation and company performance are under intense scrutiny from shareholders, employees, policymakers, the media, and other stakeholders. The Report of the NACD Blue Ribbon Commission on the Compensation Committee revisits NACD’s 2003 Report of the NACD Blue Ribbon Commission on Executive Compensation to highlight the new environment in which compensation committees—and, more broadly, boards—are now operating. It recommends that the compensation committee and board work together to establish an executive compensation philosophy that supports the company in creating long-term, sustainable value.

The report includes ten specific recommendations for compensation committees to consider when evaluating their compensation philosophies. It also provides practical tools, such as sample compensation committee charters, a compensation committee assessment, and guidance on executive employment contracts.