The Board Meeting Agenda

Posted by Aaron Juckett, CPA, CPC, QPA, QKA on Wed, Jan 13, 2010
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Yesterday we took a look at 7 Core Board Functions. Board of Directors Meeting Agendas provides a list of matters to be explored each year:

  • Performance of the business, including comparison to budget and peers
  • CEO succession and exposure of senior executives to the board
  • Strategy, budgets, capex and R&D, long-term vs. short-term considerations, acquisitions and divestitures and other business portfolio adjustments
  • Executive compensation, including the interplay between compensation policies and risk management
  • Risk management, including financial, safety and other risks, and insurance
  • Compliance with laws and regulations, and review of material litigation
  • Transparency, accounting principles, financial reporting and earnings guidance
  • Shareholder relations, meetings between directors and shareholders, dividend policy, share repurchase policy
  • Government relations and policies, including lobbying activities and relations with trade associations
  • Employee and community relations
  • Social responsibility, including environment and human rights
  • "Tone-at-the-top" and corporate culture, including ethics, vision, mission
  • Director recruitment, including the balance of diversity, independence and experience, and director compensation
  • Annual meeting, shareholder resolutions, shareholder nominations
  • Crisis management preparations
  • Takeover bid and proxy fight preparations
  • Board and committee structure and policies, including silo problems, evaluations, governance guidelines, committee charters, and coordination among the board and its committees
  • Separation of Chairman and CEO positions or lead director
  • Use of consultants, board and committee tutorials and other director education programs
  • Legal advice as to compliance of board practices and processes with fiduciary duties

Topics: ESOP Corporate Governance

Aaron Juckett, CPA, CPC, QPA, QKA
Written by Aaron Juckett, CPA, CPC, QPA, QKA

Aaron is President and Founder of ESOP Partners and provides implementation, administration, and consulting services to hundreds of companies. He is a member of The ESOP Association (TEA) and the National Center for Employee Ownership (NCEO).

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