Wachtell Lipton's updated “Nominating and Corporate Governance Committee Guide” provides an overview of the key rules/regulations, exchange standards, and proxy advisor and institutional investor policies, applicable to listed company nominating & governance committees, and key topics and suggested practices that committees should consider across both their governance oversight responsibilities and their nominating responsibilities—including those relating to sustainability; board composition, tenure, and leadership; board/committee/director evaluations; director compensation; director orientation and continuing education; shareholder proposals; and much more. The firm indicates that the guide is also relevant to private companies—particularly those that may consider accessing the public capital markets.
In addition to a tabular comparison of NYSE and Nasdaq corporate governance standards, the appendix includes the following samples/examples for reference and tailoring to the company's specific facts and circumstances: director resignation policy, advance notice bylaw provisions, D&O Questionnaire, and committee charter.