Board Committees

The Board of Directors has four standing committees:
Audit/Finance, Compensation, Executive, and Governance/Nominating.

Audit / Finance Committee

Overview: The Audit / Finance Committee reviews LiveRamp ’s financial statements and financial reporting processes, approves our systems of internal accounting and financial controls, and oversees LiveRamp ’s risk management functions. This Committee is responsible for the engagement of the independent auditors who perform the annual independent audit of our financial statements and who report directly to the Committee. In addition, the Committee oversees our internal audit function and various legal compliance programs. The Committee also has full authority to investigate the financial and business affairs of LiveRamp and oversees, reviews, analyzes and monitors financial matters pertaining to the Company. It assists the Board in long-range strategic planning and recommends financial policies and goals that support the mission of the Company.

Members:

Richard P. Fox – Chair
John L. Battelle
William T. Dillard II
Debora B. Tomlin

Read the Committee Charter

Compensation Committee

Overview: The Compensation Committee annually reviews and approves goals and objectives for the Company Leader, evaluates the Company Leader’s performance, and sets his compensation level based on this evaluation. This Committee also approves the compensation for the rest of the Company Leadership Team. In addition, the Committee approves certain other compensation plans and administers our stock option plans.

Members:

William J. Henderson - Chair
Timothy R. Cadogan
Debora B. Tomlin

Read the Committee Charter

Governance / Nominating Committee

Overview: The Governance / Nominating Committee is responsible for reviewing and recommending to the Board the following: corporate governance principles; a management succession plan; the structure of Board committees; the annual compensation of directors; ethics compliance programs; and director orientation and education programs. In addition, this Committee is charged with reviewing and approving transactions between the Company and any of its officers, directors or affiliates. The Committee also is responsible for developing and overseeing an annual self-evaluation program for the Board. The Committee assists the Board by identifying qualified Board candidates and recommends nominees for director to the Board.

Members:

Clark M. Kokich – Chair
Jerry D. Gramaglia
William J. Henderson

Read the Committee Charter

Executive Committee

Overview: The Executive Committee implements the policy decisions of the full Board and handles routine matters which arise during the interim periods in between Board meetings in keeping with the authority which has been delegated to the Executive Committee by the Board.

Members:

Scott E. Howe – Chair
Richard P. Fox
Jerry D. Gramaglia

Read the Committee Charter