How many members are on Accenture's Board? Will this number change?
A: The Board currently consists of 12 directors. Under Accenture's Memorandum and Articles of Association, the number of directors on the Board shall be at least eight but no more than 15, with the exact number of directors determined solely by the Board.
How many committees does the Board have? What are they?
A: The Board currently has four standing committees: the Audit Committee, the Compensation Committee, the Nominating & Governance Committee, and the Finance Committee.
Are the roles of CEO and chairman of the Board split or combined at Accenture?
A: The Board maintains the freedom to choose whether the roles of chairman and CEO should be combined or separated based on what it believes is best for Accenture and its shareholders at a given point in time. Currently, Pierre Nanterme serves as both Chairman of the Board and CEO. Mr. Nanterme is the sole “non-independent” director on the Accenture Board. The 11 independent directors are business people—men and women—from Europe, Asia, Latin America and the United States. The Board has determined that the existence of a strong, independent Lead Director, Marjorie Magner, with meaningful responsibilities, paired with a combined chairman and CEO, serves the best interests of Accenture and its shareholders at the current time.
How long is the term of each director? Do all directors' terms run concurrently?
A: Beginning with our 2015 annual general meeting of shareholders, and at each annual general meeting of shareholders thereafter, our entire Board is elected annually. Our directors are elected for 1-year terms that run concurrently.
How are members of the Board compensated for their service as directors?
A: Each of our non-management directors receives an annual retainer of $100,000. They may take this retainer entirely in cash, entirely in restricted share units or one-half in cash and one-half in restricted share units. In recognition of the time commitments required, our Lead Director is paid an additional annual retainer of $42,500; the Chair of the Audit Committee and other members of that committee are paid an additional annual retainer of $25,000 and $15,000, respectively; the Chairs of each of the Compensation Committee, the Nominating & Governance Committee and the Finance Committee and other members of those committees are paid an additional annual retainer of $20,000 and $10,000, respectively. These additional amounts may also be taken in cash or restricted share units as previously described. Lastly, each of our directors receives an annual grant of restricted share units valued at $200,000.
Where can I find Accenture's standards for director independence?
A: The standards we use to assess the independence of the members of our Board are described in Appendix A of our Corporate Governance Guidelines.
How are Board conflicts of interest defined and handled?
A: The members of our Board are expected to adhere to the principles set forth in Accenture's Code of Business Ethics, as well as our policies addressing conflicts of interest, confidentiality and ethical conduct in all business and personal dealings.
How can I contact the Accenture Board?
A: By e-mail via the Office of the Company Secretary at firstname.lastname@example.org. Or write to our Board at