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A Brief Chronicle of the Modem Govemance Model
Methodology and Findings
Activist shareholders adoption of govemance annually appropriate articles of incorporation assessment Bank of America Board believes Board compensation Board meetings Board membership Board of Directors Board Performance Business Roundtable bylaws CalPERS Campbell Chair Chairman Chief Executive Ofﬁcer Committee on Director company’s corporate boards corporate govemance guidelines deﬁned dent Directors develop Direc Director Affairs Director evaluations director nomination Directors Who Change discussed the board’s emance guidelines Evaluations of Board Executive Compensation Executive Sessions ﬁcer ﬁeld ﬁrst former CEO full Board GM’s guidelines Govemance Committee govemance guide govemance issues govemance model govemance policies govemance practices Governance Guideline Responses independent Directors institutional investors Intemational IRRC was evaluating IRRC’s lead director Management ment mittees nance operations percent poison pills policies conceming porate proﬁtability proxy statement rate govemance rector response rate S&P 500 companies S&P 500 corporations shareholder resolutions shareowners signiﬁcant speciﬁc sponse stock options succession planning term limits tion tors total number