Slide 1:
Apple Inc., being a private limited company, is owned by its shareholders.
Shareholders play an active role in the company and play the role of members
who elected the board of directors and get “say on pay” on the salary of the
executive directors. The company is supposed to organize annual general
meetings to attend all shareholders. At these meetings, the Company will
address all shareholder concerns and draw a way forward for the next year.
Shareholders also may nominate directors for election at the Corporation’s
annual meeting of shareholders by following the provisions set forth in the
Corporation’s bylaws. The Nominating and Corporate Governance Committee
evaluates candidates recommended by shareholders using the same criteria as
for other candidates recommended by its members, other members of the Board,
or other persons.
Slide 2:
Such an open approach contributes to enhancing the transparency and building
a good link between the management and other shareholders. Most Apple's
shares belong to shareholders through mutual fund ownership, while the rest is
held by key directors and executives. About 59.27% of the Company's shares
belong to other institutional and mutual fund holders (CNN Business, 2021) .
This setting creates a concentration environment when senior managers and
managers share roles to stimulate achieving organizational goals. In the long
term, executive leaders and general shareholders benefit from the success of the
company.
Slide 3: Apple has a one-tier board of directors. As you have studied about the
one tier board of directors, this is the model of one tier board of director in
general. But Apple Incorporated don’t have risk management committee.
Instead, the Board has designated the Audit Committee with primary
responsibility for overseeing enterprise risk management. In accordance with
this responsibility, the Audit Committee monitors Apple’s significant business
risks, including financial; operational; privacy; data security; business
continuity; legal; regulatory; and reputational risks.
Slide 4: As you can see, the board of directors in Apple Incorporated included
chairman, CEO and 5 independent directors, one independent non-executive.
And almost of them are all taking part in other corporation, except Tim Cook
who only participating in Nike corporation which was considered as Apple’s
Partner. On 23 May 2006 Nike and Apple announced their proposal of a new
joint venture which could bring the worlds of sports and music together like
never before.
Slide 5: Therefore, this is the evaluation for the board of directors of Apple (đọc
slide)
Slide 6:
The most influential board committees are the Audit and Financing Committee
and the Nomination and Corporate Governance Committee. As indicated on
their website, the Audit and Financing Committee is supposed to be an
independent committee fully in line with the NASDAQ structure. The members
of this Committee should be elected on the basis of the qualifications of
education and educational basis. The Committee have mission to consider the
financial information provided to the various stakeholders, to appoint auditors
for the Company and evaluate the company's accounting policies (Apple, N.D.).
The committee on Nominating & Corporate Governance, on the other hand, is
responsible for overseeing the appointment of the members of the Board of
Directors. It is the main body that oversees the planning of the succession.
Interfering from CEO and key stakeholders to a large extent compromises the
operations of these committees.
The Compensation Committee shall (i) establish and modify compensation
and incentive plans and programs, and (ii) review and approve compensation
and awards under compensation and incentive plans and programs for elected
officers of the Corporation and (iii) be the administering committee for certain
stock option and other stock-based plans as designated by the Board.