Corporate Governance at General Electric

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Case Details:

Case Code : CGOX006
Case Length : 10 Pages
Period : 2002
Pub Date : 2003
Teaching Note :Not Available
Organization : General Electric
Industry : Services manufacturing
Countries : Global, US

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Please note:

This case study was compiled from published sources, and is intended to be used as a basis for class discussion. It is not intended to illustrate either effective or ineffective handling of a management situation. Nor is it a primary information source.

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The Board of Directors

GE's directors were elected each year by the shareholders at the annual general meeting. The Board proposed a slate of nominees to the shareholders for directors' election. Between annual shareholder meetings, the Board could elect directors to serve until the next annual meeting...

Board Committees

The GE Board had established four committees for discharging its responsibilities effectively...

Board's Responsibilities

The Board was responsible for supervising the management and performing specific functions, like:
1. Selecting, evaluating and compensating the CEO and overseeing CEO succession planning
2. Providing counsel and oversight on the selection, evaluation, development and compensation of senior management...

Board Compensation

The NCGC recommended to the Board compensation and benefits for independent directors. The committee was guided by three goals. Compensation had to be paid to directors for work required in GE. Compensation had to align directors' interests with the long-term interests of shareholders...

Board Evaluation and Succession Planning

The NCGC, the Board and each of the committees performed an annual self-evaluation. The directors provided their assessments of the effectiveness of the Board and the committees on which they served.

The individual assessments were organized and summarized by an independent corporate governance expert for discussion with the Board and the committees. The Board approved and maintained a succession plan for the CEO and senior executives, based on the recommendations of the MDCC...


Exhibit I: GE: Board Composition and Category of Directors
Exhibit II: GE: Members of the individual committees
Exhibit III: GE: Board Structure (2003-2004)
Exhibit IV: GE: Executive Directors' Compensation (2002)
Exhibit V: GE: Executive Directors' Stock Options (2002)


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