1. The Board of Director’s Role in Diversity Implementation Reatha Clark King PhD COLLOQUIUM ON GLOBAL DIVERSITY GLOBAL SUMMIT OF WOMEN THE WORLD BANK February 23-24, 2012

2. SELECTED BOARD RESPONSIBILITIES Focus first on these roles and responsibilities of the board. Keep in mind that the total list of board responsibilities is quite long. For our discussion today, let’s consider the key items that impact diversity implementation. – Board Leadership – Board Composition – Board Policies – Board Effectiveness – Oversight Role – Advisory Role – Board Actions and Approvals

3. THE BOARD’S ROLE IN DIVERSITY IMPLEMENTATION Set the tone for improving diversity. Make diversity ‘a value’. Communicate expectations to the CEO. Monitor the results accomplished and give feedback. Work with fellow directors and senior management to expand each other’s comfort level with diversity. Work to make diversity meaningful for that particular industry.

4. IMPROVE PERFORMANCE ON DIVERSITY. Make full use of existing governance procedures. Board and Committee Self-evaluations Executive Sessions Consult with CEO and CDO. Outside Expert Assistance

5. THE DIVERSITY OFFICERS’ ROLE FROM A BOARD MEMBER’S PERSPECTIVE Your position as a Diversity Officer is a powerful platform for you to influence your company’s success. You strongly influence what others in the company think about diversity. Every contact you have with employee is special.

6. HOW DO DIVERSITY OFFICERS INFLUENCE COMPANIES? Help with searches. Recruitment of new hires Convincing the ‘ trailing’ spouse that the move will be fine Orientation of new hires Advise people. Evaluate people. Participate in 360 degree feedback. Compliment and/ or reward people. Shape a positive company culture. Retention of employees

7. HOW DO DIVERSITY OFFICERS RELATE TO THE BOARD? 1.Do deep-dive annual report to Board. 2.Board site visits to plants and facilities 3.Invite board member to participate in employee conferences. 4.Key customer events 5.Offer input for CEO briefings with Board.