Leadign the way

NACD White Papers Series I

Bringing the Principles to Life at the Board Practices Level

In 2009, the National Association of Corporate Directors (NACD) again convened thought-leaders from around the nation, this time to focus on how boards can implement the NACD Key Agreed Principles at the board practices level.

The resulting NACD White Papers Series I: suggest some leading practices that can help boards execute within the framework of the Key Agreed Principles in four critical areas:

  • Risk Oversight
  • Transparency
  • Strategy
  • ExecutiveCompensation.

The director community identified these four practice areas as vitally important in this economic environment because all of them must be considered together for boards to practice effective oversight.

Each NACD White Paper provides you with an examination of the current environment for that issue and summarizes NACD’s recommendations for possible board practices that address the issue in a way that aligns with the Key Agreed Principles. The recommendations are not meant to be prescriptive, but rather provide examples that your board can consider in striving to align with the Key Agreed Principles.

The White Papers distill recommendations based on more than 30 years of research findings, leading practices, directors’ in-boardroom expertise, current regulatory requirements and annual recommendations of the NACD Blue Ribbon Commissions.


Visit our online bookstore or our director education center to learn how NACD supports corporate boards and individual directors who are committed to continuous learning and knowledge-sharing, in order to strengthen corporate governance and oversight.

“We who are directors have a key role in restoring trust in corporate America. I urge every board to heed NACD’s call and join the effort.”

Barbara Hackman Franklin
Chairman of the Board of NACD
and Director of Aetna and
Dow Chemical

Key Agreed Principles Summary

Principle I: Emphasizes that every board needs to design its own governance structure and practices

Principle II: Emphasizes the importance of transparency in explaining how those structures and practices have been tailored to meet the boards’ own needs

Principles III-X: Describe the key fundamentals to consider when designing and explaining board structures and practices, including:

  • Competency & Commitment
  • Accountability & Objectivity
  • Independent Board Leadership
  • Integrity, Ethics, & Responsibility
  • Information, Agenda, & Strategy
  • Protection Against Entrenchment
  • Shareholder Input in Director Selection
  • Shareholder Communications

Download the Key Agreed Principles