Corporate Governance

2017 Corporate Governance & Execution Compensation Survey

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Shearman & Sterling Director Self-Evaluation Process | 11 DISCLOSURE OF DIRECTOR SELF-EVALUATION PRACTICES LOCATION OF DIRECTOR SELF-EVALUATION DISCLOSURE LENGTH OF DETAILED DIRECTOR SELF-EVALUATION DISCLOSURE 24 17 7 10 1 to 99 words 100 to 199 words 200 to 299 words 300 to 399 words The average length of the detailed disclosures by the Top 100 Companies in 2017 was 186 WORDS. 77 52 33 Description of the nominating and governance committee's responsibilities Proxy Statement Summary Description of the lead independent director's / independent board chair's responsibilities One section Two sections Three sections Four sections Five or more sections 4 22 25 23 18 Top 100 Companies made detailed disclosures about their director self-evaluation process in their 2017 proxy statements. 58 92 Top 100 Companies mentioned the director self-evaluation process in their 2017 proxy statements. The 92 Top 100 Companies that mentioned their director self-evaluation practices did so in various locations, ranging from one to six sections of their proxy statements. These 92 Top 100 Companies generally made these disclosures in the:

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