EGC Corporate Governance Practices (May 2018)

EGC Corporate Governance Practices: A Survey and Related Resources PAGE 28 PART II Aggregated Data for Year Ended December 31, 2017 The following section of this review looks only at the class of 2017 EGC IPOs on a standalone basis. Based on the companies reviewed, here are our key findings (all figures are approximate): • 81.5% of non-controlled companies had a majority of independent directors at IPO pricing • 67.9% had staggered or classified boards • 53.6% separated the chief executive officer and board chair positions • 64.3% had all independent directors on the key audit, compensation, and nominating and corporate governance committees upon completion of the IPO • 95.2% had a “financial expert” on the audit committee at IPO pricing • 57.7% had “exclusive forum” provisions in bylaws • 73.8% had “super majority” shareholder voting provisions • 36.3% allowed shareholders to take action by written consent under specified conditions • 79.8% allowed for proxy access • 7.7% had clawback policies for executive officers Below we discuss the observed trends in more detail and provide resources intended to assist companies planning their IPOs. The Filers We identified the IPOs of 189 issuers in the period from January 1, 2017 through December 31, 2017, of which 17, or approximately 9.0%, were not EGCs, and reviewed 168 EGC IPO filings . 14 See Appendix A for a list of the EGC IPOs we reviewed and Appendix B for a summary of the benefits enjoyed by EGCs under the JOBS Act. Figure 40 : N=185. 14 We did not review any EGCs that were BDCs, and we also excluded four MLP IPOs. EGC; 168 Non-EGC; 17 EGC Versus Non-EGC IPO Filings (By Frequency) EGC Non-EGC