Survey Results: Director Resignations

Under at least two scenarios these days, a director may be required to submit a resignation letter - either when the company's corporate governance guidelines require it when a director has a change in his/her job responsibility or as part of a majority vote provision.

1. If a director resignation scenario arises, the process our company uses to obtain the letter involves: (Total responses: n=19)
(select only one)

n=13 (68.42%) Corporate secretary or general counsel reminds the director of the need to submit the resignation letter
n=3 (15.79%) Board chair or governance committee chair reminds the director of the need to submit the resignation letter
n=0 (0.00%) Full Board reminds the director of the need to submit the resignation letter at a board meeting
n=2 (10.53%) Nobody reminds the director of the need to submit the resignation letter
n=1 (5.26%) Other

2. After a director resigns, the process our company uses as part of an 'exit' interview - and to ensure that a Form 8-K under Item 5.02(a) is not required - involves: (Total responses: n=19)
(select all that apply, may total more than 100%)
n=1 (5.26%) Board meets in executive session without the "resigning" director
n=4 (21.05%) Board chair meets with the resigning director
n=3 (15.79%) Nominating/governance chair meets with the resigning director
n=3 (15.79%) CEO meets with the resigning director
n=6 (31.58%) General counsel meets with the resigning director
n=0 (0.00%) Corporate secretary meets with the resigning director
n=3 (15.79%) Other