Notes:

• CEO Succession: This is the most critical responsibility of the board. It involves:
  • Long-Term Planning: Identifying potential internal and external candidates years in advance.
  • Crision Planning: Having a ready-to-go plan for unexpected CEO departure (illness, scandal, death).
  • Development: Providing leadership development opportunities for internal candidates.
• Board Refreshment: Proactively planning for the retirement of directors to ensure the board does not become outdated. This involves updating the skills matrix and initiating the search process well before a director’s term ends.
• Emergency Succession: Protocols for immediate interim leadership if the CEO is suddenly unavailable. The Lead Independent Director often steps in temporarily.
• Alignment with Strategy: Succession plans must align with the company’s long-term strategic goals. If the strategy requires digital transformation, the next CEO should have relevant digital expertise.