Updated 10.29.2009

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Summary: Board Effectiveness is an overall concern for IBM. On the company's Social and Environmental impact, IBM can/should provide more relevant details...


Overstretched Directors affect IBM's Board Effectiveness. Compensation practices especially those related to perquisites need some cleaning up. On the Social and Environmental front certain key information that can indicate IBM's commitmment to environmental causes is not published. .


Subscribed members can view a detailed analysis of individual sections by clicking on the tabs above.

Is the Board equipped to provide effective and Independent oversight?

  1. Looking at the availability of IBM's directors, it appears that some Audit Committee members are directors of 3 or more public companies including this one. In addition, one out of three Audit Committee member is a CEO of another public company.IBM CEO holds another public company directorship.

  2. Neither the Audit Committee charter nor the Corporate Governance Guidelines have laid down the maximum number of of publicly listed companies on which the audit committee members can serve as Audit Committee members

  3. The CEO is also Chairman of the company. Having the same person hold two powerful positions within the same company can magnify concentration of power.

Does IBM follow good Compensation Practices?

  1. To benchmark CEO compensation for 2008, IBM’s Board Compensation Committee has used companies that are outside its peer group. Companies such as AIG, Boeing, Bank of America, Citigroup and Johnson and Johnson are some of the companies considered.

  2. In 2008, CEO perquisites on personal air travel amounted to $493, 881. Personal travel cost on company aircraft for other senior officers (including for family members) has not been provided by the company.

Does IBM provide adequate details on its Social and Environmental Impact?

  1. IBM can increase the information that it currently provides on the social and environmental front. Please refer to our tab titled 'Social and Environmental'.


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Board Size: 13

Board of Directors Compensation ($): Total Retainer- $ 250,000 (effective November 1, 2008)

60% of the total annual retainer is required to be deferred and paid in Promised Fee Shares (PFS). Each PFS is equal in value to one share of the Company’s common stock.

For the balance 40% of the annual retainer, directors may elect one or any combination of the following: (a) deferral into PFS, (b) deferral into an interest-bearing cash account to be paid with interest at a rate equal to the rate on 26-week U.S. Treasury bills updated each January and July, and/or (c) receipt of cash payments on a quarterly basis during service as a Board member.

Total CO2 emissions (metric tons): 2008- 2,502,000 metric tons; 2007- not known

Total CEO compensation for 2008($): $28.54 million