Two-Person Board Committees Exist at Some Big Firms
By: Wall Street Journal
January 27, 2016
A two-person board committee? They exist—even at some of America’s biggest companies.
The committees that figure out the pay for top executives at Yahoo Inc. and Alphabet Inc., the parent of Google, have only two board members. That’s also true for the committees that recommend new directors for Chipotle Mexican Grill Inc. and Netflix Inc.
A two-member committee “is out of step with how other boards operate,’’ says Michelle Edkins, global head of corporate governance and responsible investment for BlackRock Inc., a giant money manager. Governance experts contend very small committees lack different perspectives and may stall due to a tie vote or absent member.
There were 11 companies in the S&P 500 index as of Dec. 9 where key board panels consist of just two people, according to a Wall Street Journal analysis of 2015 proxy statements and data from corporate filings service MyLogIQ.
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