Board Leadership and Committee Structure
The Board of Directors has three standing committees: the Audit and Finance Committee, the Compensation and Human Development Committee, and the Nominating and Governance Committee. Each committee is composed entirely of independent Directors.
CHAIRMAN OF THE BOARD
The Chairman of the Board of Directors is Jeffrey L. Bewkes. As Chairman, Mr. Bewkes has responsibility for overseeing Board-related matters, in consultation with the Lead Independent Director; and presiding at the annual meeting of stockholders.
LEAD INDEPENDENT DIRECTOR
In May 2012, the independent Directors of the Board appointed Stephen F. Bollenbach as Lead Independent Director. Under the company's Corporate Governance Policy, the Lead Independent Director has a number of responsibilities, including presiding at executive sessions of the Board, acting as liaison between the Chairman and the other Directors, advising the Chairman of the Board with respect to the schedule, agenda, and information for Board meetings; advising the Chairman with respect to consultants whom the Board may retain, and being available, as appropriate, to communicate with the company's stockholders. A full description of the Lead Independent Director's responsibilities is set forth in the Corporate Governance Policy.
BOARD LEADERSHIP STRUCTURE
One of the important responsibilities of the Time Warner Board of Directors is to determine the appropriate leadership structure for the Board, which will help to ensure the effective, independent oversight of management on behalf of the company's stockholders. In January 2009, the Board approved a Policy on Determining the Leadership Structure of the Board of Directors, setting forth the processes and criteria for the Board to use in determining the appropriate leadership structure for the Board. To view the full Policy, click here:
Policy on Determining the Leadership Structure of the Board of Directors
In May 2012, the Board reaffirmed the current leadership structure it previously approved in January 2012, at which time it determined that the current structure, with one individual serving as Lead Independent Director, and another serving as the company's Chairman and CEO, is effective and appropriate. To read a report on the Board's decision regarding the current leadership structure, please click here:
Report on Determination of Current Board Leadership Structure
BOARD AND COMMITTEE STRUCTURE AND MEMBERSHIP
The Board of Directors has three standing committees: the Audit and Finance Committee, the Compensation and Human Development Committee, and the Nominating and Governance Committee. Each committee is composed entirely of independent Directors.
AUDIT AND FINANCE
Deborah C. Wright – Chair
Robert C. Clark
Jessica P. Einhorn
Fred Hassan
Paul D. Wachter
COMPENSATION AND HUMAN DEVELOPMENT
William P. Barr – Chair
Stephen F. Bollenbach
Mathias Döpfner
Fred Hassan
Paul D. Wachter
NOMINATING AND GOVERNANCE
Robert C. Clark – Chair
James L. Barksdale
Stephen F. Bollenbach
Jessica P. Einhorn
Kenneth J. Novack