Board Advisory Services No other organization is as qualified to advise boards and directors.

Insights for Sound Strategic Decisions

NACD Board Advisory Services:

Boardroom Evaluations

Benchmarking and Governance Reviews

Customized In-Boardroom Education

NACD Board Advisory Services delivers knowledge, insights, next practices, and action plans for directors to address the challenges and opportunities boards face—so they can make sound, strategic decisions.

Our programs are delivered by sitting directors—from the largest, deepest, most diverse roster of director advisors in the world. Our methods are based on 35 years of NACD research and leverage the real-world expertise of our 13,000 members.

Advancing Exemplary Board Leadership

The independent, objective authority on board leadership.

Counseling boards of all sizes—from small firms to the top of the Fortune 500.

Confidential programs delivered by experienced, sitting directors.

Boards ranging from start-ups to the top of the Fortune 500 engage NACD to align their boards and management with the strategic objectives of the company. Unlike many evaluation processes,

NACD evaluations are conducted by sitting directors. As peers, our facilitators lead candid discussions and uncover insights to transform a potentially sensitive exercise into positive learning.

NACD Customized Boardroom Evaluation Process

Boardroom Evaluations

Our process allows you to be candid while maintaining confidentiality.

Analysis

Results are analyzed and benchmarked against leading practices, and qualitative and quantitative reports are delivered to board leaders.

Action

NACD integrates the evaluation results into a strategic discussion, enabling development of a concrete action plan.

Board Committee Peer CEOBoard/

Management Relations

Types of Evaluations

Assessment

Through confidential and collaborative surveys and individual interviews, your most pressing issues are identified and prioritized.

“NACD provides practical information to help directors anticipate what’s next.” Chuck Noski

Director, Microsoft, Avery Dennison, Avon Products Former Vice Chairman, Bank of America Corporation

“NACD’s One-Day Director Professionalism program was definitely a ‘home run.’ Its experienced team of faculty members had a clear understanding of our unique governance structure and facilitated a truly customized, interactive session that effectively engaged our board members. Very beneficial—one of the best sessions ever.” Daniel E. Schwandt

Senior Vice President and Chief Legal Officer, Noridian Mutual Insurance Company

“This past year, NACD facilitated our annual board and committee self-evaluation process—marking the first-ever involvement of outsiders in our evaluation process. We were extremely pleased with the quality and level of preparation of the NACD faculty, their thoughtful insights and adeptness in facilitating group discussion, the overall organization of the process, and the simplicity and utility of the faculty’s key recommendations.”Peggy Heeg

Nominating and Governance Committee Chair, Eagle Rock Energy Partners, L.P.

NACD customized in-boardroom education programs equip your board with next practices ranging from board and C-suite dynamics to the roles of the board and management in strategy and risk oversight.

Our faculty of sitting directors facilitates interactive discussions rather than lectures. As a result, you receive actionable knowledge you can immediately apply in your boardroom.

Our cornerstone leadership courses for new and experienced directors allow you and your board to earn core credits toward NACD Fellowships.

� Director Professionalism® One-Day Program

� Master Class

� Executive Professionalism: Understanding Board Expectations

NACD Fellowship credentials demonstrate your commitment to exemplary board leadership—to investors, management, and the director community.

� Role of the Board and Management

� Role of the Board and Management in Corporate Strategy and Risk Oversight

� Fiduciary Responsibilities

� Financial Statements: Fundamental Questions Every Director Should Ask

� Board Effectiveness: Improving Communication and Decision Making

� Effective Audit, Compensation, and Nominating and Governance Committees

� Role of the Board in Crisis: Preparation, Response, Communications, and Post-Crisis Evaluation

� Transitioning a Board From Private Company to IPO and Beyond

� On-Boarding a New CEO

� Role of the Board in Mergers and Acquisitions

� Directors and Officers Liability: Update

� Board Excellence in the Current Environment

� Technology: Increased Risk for Boards and Leaders

� International Markets: Opportunities and Risks

Customized In-Boardroom

Education

Foundation Programs Core Competencies Programs Select Board Governance Programs Emerging Issues

“ At a minimum, individuals serving as independent chairs and/or lead directors should earn Fellowship status to bolster confidence in their leadership, both inside and outside the boardroom.”

Pat McGurnExecutive Director, Institutional Shareholder Services (ISS)

Board Advisory Services Sample Client List

No other organization is as qualified to advise boards and directors.As an independent 501(c)(3) nonprofit, our sole focus is advancing exemplary board leadership.

We have no other agenda.

Benchmarking and Governance Reviews

Apogee Enterprises, Inc.

Amerisafe, Inc.

Berkshire Bankshares

The Children’s Place Retail Store

Columbia Sportswear

Double Eagle Petroleum Company

Fifth Third Bank

First Niagara Bank

Imperial Sugar Company

Integra Bank

LifePoint Hospitals

Lone Star Steakhouse & Saloon

Perrigo Company

Provident Bank

Provident Financial Group

Rush Enterprises

ScanSource, Inc.

Sonic Corporation

State Auto Financial Corporation

Toreador Resources Corporation

Vera Bradley Designs, Inc.

Winn-Dixie Stores, Inc.

Zygo Corporation

AAA Club Partners

Alex Lee, Inc.

American Red Cross

Applied Research Associates, Inc.

Beacon Mutual Insurance Company

Best Western International

Blue Cross and Blue Shield Plans

Cabrera Capital Markets, LLC

The Catholic University of America

CHS, Inc.

Congressional Federal Credit Union

Darigold, Inc.

Delta Dental Plans

Energistics

EuroChem, Moscow

Executive Leadership Council

Farmers Insurance Exchange

Follett Corporation

The George Washington University

Glenmede

HealthNow New York, Inc.

Inter-American Investment Corporation

International Finance Corporation

Internet Corporation for Assigned Names and Numbers (ICANN)

McGladrey LLP

MITRE Corporation

Multilateral Investment Fund

National Council of Farmer Cooperatives

Philippine Long Distance Telephone Company

Pinnacol Assurance

Public Broadcasting Service (PBS)

State Compensation Insurance Fund

True Value Company

U.S. AgBank

Vision Service Plan (VSP)

Volunteers of America

The World Bank Group

Private Companies, Mutuals, Cooperatives, and Nonprofits

AetnaAlaska Air Group, Inc.American Water Works Company, Inc.Becton DickinsonBest Buy, Inc.Briggs & Stratton CorporationCIGNA CorporationCimarex EnergyConocoPhillipsCorporate Office Properties TrustDigitalGlobe, Inc.Dollar GeneralEl Paso CorporationFarmer MacFBL Financial GroupFirstEnergyFlowserveHarvest Natural ResourcesHawaiian Electric Industries, Inc.Health NetJ.P. Morgan ChaseJohnson ControlsLa-Z-Boy, Inc. Limited Brands

Marathon Oil

MarkWest Energy Partners, L.P.

Molycorp, Inc.

Moody’s Corporation

Nabors Industries

NorthWestern Energy

Nu Skin Enterprises, Inc.

Office Depot

Orion Marine Group, Inc.

Quicksilver Resources

Sabre Holdings Corporation

Sears Roebuck and Company

South Jersey Industries

Sparton Corporation

Sprint

Sysco Corporation

Tennessee Valley Authority

Teva Pharmaceutical

Time Warner

UniGroup, Inc.

UnitedHealth Group, Inc.

Washington Gas (WGL Holdings, Inc.)

WellPoint

Public Corporations: NYSE Public Corporations: Nasdaq

NACD Custom Benchmarking Reports show your board how you compare to your peers on over 70 governance practices, including compensation—so you can deliver sustainable profits and drive stakeholder value. Compare your board by industry, company type, location, listing exchange, market cap, and other parameters.

NACD Governance Reviews cover a broad range of engagements from board formation and structure to performance and succession.

Our objective, third-party reviews ensure your board is optimally structured and aligned with leading governance practices.

Benchmarking gives your board an objective basis for assessing your own practices—and determining where you may need to take action.

NACD members are guaranteed exclusive insights to confidently navigate complex business challenges and enhance

enterprise value, access to a prestigious director network, and a collective voice in policy affecting the boardroom.

NACD is the recognized authority on leading boardroom practices, with 35 years of governance experience,

a vast portfolio of director resources, and only one agenda: advancing exemplary board leadership.

© 2013 National Association of Corporate Directors. All rights reserved. 2.13

Visit NACDonline.org/BoardServices or call 202-280-2193.