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Governance is an ongoing commitment shared by our Board of Directors,
our management and all other Colgate people. At Colgate, we believe
strongly that good corporate governance accompanies and greatly
aids our long-term business success. This success has been the direct
result of Colgate's key business strategies, including its focus
on core product categories and global brands, people development
programs emphasizing "pay for performance" and the highest business
standards. Colgate's Board has been at the center of these key strategies,
helping to design and implement them, and seeing that they guide
the Company's operations.
Our Board of Directors is independent, experienced
and diverse.
The Board believes that an independent director should be free of
any relationship with Colgate or its senior management that may
in fact or appearance impair the director's ability to make independent
judgments, and has recently adopted strict new independence standards
based on this principle. Since 1989, Colgate's Board of Directors
has consisted entirely of outside independent directors, with the
exception of the CEO. As its present directors exemplify, Colgate
also values experience in business, education and public service
fields, international experience, educational achievement, strong
moral and ethical character and diversity.
Related Information: Director
Independence Standards, Board
Members, Board
Committees, Independent
Board Candidate Qualifications
Our Board focuses on key business priorities and
leadership development.
The Board plays a major role in developing Colgate's business strategy.
It reviews the Company's strategic plan and receives detailed briefings
throughout the year on critical aspects of its implementation. The
Board also has extensive involvement in succession planning and
people development with special focus on CEO succession. It discusses
potential successors to key executives and examines backgrounds,
capabilities and appropriate developmental assignments.
Related Information: Board
Committees, Board
Guidelines on Significant Corporate Governance Issues
Open communication between and among directors and
management fosters effective oversight.
Both inside and outside the boardroom, Colgate's directors have
frequent and direct contact with Colgate's management. Key senior
managers regularly join the directors during Board meetings and
more informal settings, and together they actively participate in
candid discussions of various business issues. Between scheduled
Board meetings, directors are invited to, and often do, contact
senior managers with questions and suggestions. Communication among
the directors is enhanced by the relatively small size of Colgate's
Board, which fosters openness and active discussion, and by regular
meetings of the independent directors without the CEO present.
Related Information: Board
Guidelines on Significant Corporate Governance Issues, Board
Members, Executive
Management Team
Established policies guide governance and business
integrity.
First formalized in 1996, Colgate's "Guidelines on Significant Corporate
Governance Issues" are reviewed annually to ensure that they are
state-of-the-art. Formal charters define the duties of each Board
committee and guide their execution. Colgate's Corporate Governance
Guidelines are included in our 2004 Proxy Statement and all Committee
Charters are available on our website at www.colgate.com. Additionally,
the Board sponsors the Company's Code of Conduct and Business Practices
Guidelines, which promote the highest ethical standards in all of
the Company's business dealings.
Related Information: Board
Guidelines on Significant Corporate Governance Issues, Board
Committees, Code
of Conduct, Business
Practices Guidelines, Global Hotline
Our Board plays an active role overseeing the integrity
of the financial statements of the Company.
The Board is committed to the quality, integrity and transparency
of Colgate's financial reports. This commitment is reflected in
Colgate's long-standing policies and procedures, including an internal
audit group monitoring financial controls worldwide, independent
auditors who have a broad mandate and an independent Audit Committee
overseeing these areas.
Related Information: Audit
Committee, Code
of Conduct, Global
Hotline
Good governance is the responsibility of all Colgate
people.
Colgate people worldwide are committed to living our global values
of Caring, Global Teamwork and Continuous Improvement in all aspects
of our business. By managing with respect, Colgate people create
an environment of open communication, teamwork and personal responsibility.
A constant dedication to good governance shapes our Colgate culture
and ultimately leads to good business results.
Related Information: Code
of Conduct, Global Hotline, Living our Values for Sustainability
Good governance thrives from continuous improvement.
The Board has established a formal procedure to evaluate its overall performance against criteria that the Board has determined
are important to its success. These criteria include financial oversight, succession planning, compensation, corporate
governance, strategic planning and Board structure and role. The Board then reviews the results of the evaluation and identifies steps to enhance its performance. During the past year, the Board's committees also conducted self-evaluations, examining
their overall performance against their Committee Charters and instituting new practices to strengthen their effectiveness.
Related Information: Board
Guidelines on Significant Corporate Governance Issues, Board
Committees
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