Please see attached instructions to complete the assignment for Technology committee charters. Thank you!
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Assignment: Technology Committee Charter
SIC (standard industrial
1. Find the technology committee charter. These may be on the company?s web
page or in SEC filings. You will most likely find these in the proxy statement
the year the committee was founded.
2. Locate the proxy statement for the company. Note that the information
provided contains information on the year the charter was adopted. Proxy
statements may be located on the investor information portion of the
company?s webpage. It will be located in the SEC EDGAR filing system. Go to
www.sec.gov and search for DEF 14A in the company search tab for EDGAR.
You will then need to pick the proxy statement for the year the charter was
3. Obtain the most recent proxy statement and 10-k for the company. Note that
the proxy year and 10-k year may be different because of the timing of this
assignment. Proxy statements are typically released 4-5 months after the end
of the fiscal year.
a. Full name of the Company and committee
b. Description (from the 10-k) of what the business of the company
c. Names and biographies of the committee members. Note the number
of meetings and chair of the committee. Note the number required by
the charter and the number of times it actually met in the most recent
year. Some companies may not report this. Note if any members also
serves on the audit committee.
d. Note the number of times the committee met in the most recent filing
year (in proxy)
e. Committee Charter (to be analyzed)
f. Note in the proxy statement which committee of the board has the
responsibility for risk oversight. It could be the entire board or a
4. Review the charter and analyze the requirements and duties of the
committee. In IT governance literature, there are a number varies areas
where the committee may be involved. Classify the duties based on the
following categories. Please use this table to identify the roles. You will
include this table in what you hand in.
Role and Responsibility
Language from Charter (cut and
paste language here)
Strategy, Plans and Alignment
Investments Projects and
Initiatives (Value Delivery)
Risk Management, Security and
Internal Controls (Risk
Trends and New Technologies
Performance Metrics and
Budgets and IT Expenditures
(Value Delivery and Resource
Policies (Strategic Alignment)
6. Analyze the background of the committee members
Create a table as follows
(1) Name of the committee member, (2) brief summary of credentials, (3)
Identify if the person had any of the following (note in the table which
types of experience they had): (a) Chief Information Officer experience
(could also by Chief Technology Officer), (b) IT consultant, (c) Senior
management in a technology company, (d) service on a technology
company board (other than the one serving on presently).
7. Read the MD&A section of the 10-K and note if the CEO discusses IT and
any related risks. The 10-k may be very long so you may want to use the
7. Create the deliverable
a. Include the two tables (parts of the charter and qualifications of the
board members) indicated above filled out
b. Provide the following in a written explanation:
i. an introduction of the company and a description of what
business the company conducts
ii. Describe the role of IT in the company if that is described in
iii. Description of the Technology committee
iv. Description of the number of times the committee met
v. Discuss IT risk faced by the company. Discuss which
committee has oversight of IT risks. This may or may not be
vi. Any other relevant information about the committee or duties
that was not specifically identified in this assignment related to
vii. Summarize the insights you have gained from this assignment.
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