NYSE Listed Company Manual Section 303A

Key provisions:

• Independent board oversight. Listed companies generally must have a board with a majority of independent directors.
• Key board committees. Companies must maintain independent audit, compensation, and nominating/corporate governance committees to oversee financial reporting, executive pay, and board nominations.
• Governance policies and ethics. Companies must adopt corporate governance guidelines, adopt a code of business conduct and ethics, and make certain governance information publicly available.
• Audit committee responsibilities. The audit committee oversees the company’s financial reporting process, auditor independence, and internal controls.
• Disclosure and compliance. Companies must disclose key governance practices and comply with NYSE corporate governance requirements, subject to certain exceptions and special provisions.