Corporate Governance Committee
Responsibility of the Corporate Governance Committee
The Corporate Governance Committee assists and advises the Board on director nominations, corporate governance and general Board organization and planning matters. The Committee's duties include:
- developing criteria for use in evaluating and selecting candidates for election or re-election to the Board and assisting the Board in identifying and attracting qualified director candidates;
- selecting and recommending that the Board approve the director nominees for the next Annual Meeting of Shareholders and recommending persons to fill any vacancy on the Board;
- determining Board committee structure and membership;
- overseeing the succession planning process for management, including the Chief Executive Officer;
- developing and implementing an annual process for evaluating the performance of the Chief Executive Officer;
- developing and implementing an annual process for evaluating Board and committee performance; and
- reviewing at least annually the adequacy of Baxter's Corporate Governance Guidelines.
Members of the Corporate Governance Committee
The Corporate Governance Committee met six times in 2011. The current members of the Corporate Governance Committee are:
