Board Operations
Preparing for Proxy Season

This resource center is a repository for all NACD content related to the 2017 proxy season. containing practical guidance, tools, and analyses tailored to interested parties. For materials on shareholder engagement, please see NACD’s Resource Center on Board-Shareholder Engagement.

Thought Leadership & Research

2018 governance outlook report Top governance issues for institutional investors in 2018 Guidance on preparing compensation discussion and analysis (CD&A) statements Benchmarking data on investor engagement NACD comments to the SEC on the proposed pay-for-performance disclosure rule NACD perspectives on pay-for-performance and supplemental pay definitions Former NACD CEO Ken Daly’s comments on Institutional Shareholder Services Inc.’s (ISS’) overboarding voting-policy guidelines The role of proxy advisory firms

Expert Commentary

Tactics to win a proxy fight ISS’s 2018 policy updates Glass Lewis’s 2018 proxy season guidelines 2017 proxy season review 2018 trends and challenges in corporate governance Writing proxy statements that investors can understand Designing executive pay disclosures in the proxy Designing innovative proxy statements

Advisory Services

NACD's in-boardroom education programs help boards deliver value and expand their education

Boardroom Tools & Templates

A sample board expertise matrix to measure skill sets on your board A sample proxy access proposal A diversity discussion guide to prompt your board to evaluate its composition and diversity GE’s 2017 interactive proxy statement, which serves as an example of a digestible proxy for investors Target’s 2017 interactive proxy statement includes disclosure on board refreshment and tenure policies Coca-Cola’s 2017 proxy statement includes a unique Q&A with Chairman and CEO Muhtar Kent Honeywell’s 2017 proxy statement provides descriptive infographics to present data Prudential Financial’s 2017 proxy statement provides descriptions of each director’s skills and qualifications

Videos and Webinars

Developing your pay-for-performance disclosure

Upcoming Events

Master Class Director Professionalism® NACD Global Board Leaders’ Summit (Sep. 29–Oct. 2, 2018, in Washington, DC)