Nominating & Governance Committee Resource Center

Nominating & Governance Committee Resource Center

In this resource center, we aim to help boards proactively meet their evolving responsibilities and institute governance practices that strengthen the board as a whole. For more on prioritizing diversity in the boardroom, see NACD's Resource Center on Diversity (Link to the Diversity RC - https://www.nacdonline.org). For more information on full board process and structures see NACD's Resource Center on Board Dynamics and Operations.

Board Evaluations

NACD Evaluation Services Blue Ribbon Commission Report: Board Evaluation Director FAQ: Considerations for Enhancing the Board Evaluation Process Board Self-Assessment Questionnaire Sample Board and Committee Evaluation Templates Nominating and Governance Committee Evaluation Template Compensation Committee Evaluation Template Audit Committee Evaluation Template Template for Self-Evaluation, Peer Evaluation of a Lead Independent Director Assessing the Board’s Cybersecurity Culture

Role of the Nominating and Governance Committee

Blue Ribbon Commission Report: Building the Strategic-Asset Board Blue Ribbon Commission Report, Fit for the Future: An Urgent Imperative for Board Leadership Blue Ribbon Commission Report: Director Professionalism 2021 Governance Outlook: Projections on Emerging Board Matters Nominating and Governance Committee Charter Tool

Board Oversight Structure and Practices

Nominating and Governance Committee Charter Tool Corporate Governance Guidelines Tool Sample Board and Committee Calendars (Sidley Austin) Director FAQ: Executive Sessions Director FAQ: Standards for Director Independence Director FAQ: Split Versus Combined CEO/Chair Director FAQ: Special Committees Director FAQ: Subsidiary Governance Addressing the Challenges of Expanding Board and Committee Agendas Tech and HR Oversight Should Prompt Boards to Rethink Committee Frameworks

Effective Disclosure Practices

Multiyear Board Succession Planning Matrix SEC Approves New Nasdaq Rule on Board Diversity Disclosures Best Practices in Board Matrices and Diversity Disclosures (NYC Comptroller’s Office) NYSE Requirements for Governance Committees (Section 303A.04) Pfizer’s Proxy Statement: Interactive “Meet our Director Nominees” Section Prudential Financial Proxy Statement: Board Evaluation Process Disclosure Coca Cola’s Proxy Statement: Governance Matters General Motors’ Governance and Corporate Responsibility Committee Charter NASDAQ Requirements for Independent Oversight of Director Nominations (IM-5605-7)

Events

Director Professionalism® Directorship Essentials: Compliance and Ethics NACD Summit Master Class

Director Onboarding

Navigating the First Year: A Guide for New Directors A Practical Guide: Fundamentals for Corporate Directors Director FAQ: The Role of the Board vs. the Role of Management What Makes a Good Board Director from the CEO Perspective NACD Directorship Certification® Strategies for Effective Board Meeting Preparation Getting Behind the Numbers

Board Succession Planning and Recruitment

Adding a Director to your Board? Beware of These Six Common Myths Multiyear Board Succession Planning Matrix Identifying and Filling New and Emerging Skills Gaps Candidate Qualifications Discussion Tool 2022 NACD Director Role Description Template Considerations for Effective Offboarding It’s Time to Onboard the Director Offboarding Process NACD Blue Ribbon Commission Report: 2020 Update of the Diverse Board Moving From Interest to Action The Gradual Evolution of Board Composition Activate the Director Renomination Process to Increase Impact and Diversity