Nasdaq would like to better understand public opinion on the subject of director compensation by third parties. Please answer this brief survey below. This survey will be open through March 18, 2016.

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1. Should Nasdaq adopt a listing standard to prohibit directors from serving on boards if they receive compensation from third parties for board service?

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2. If yes, should such a prohibition encompass payments received by a director prior to appointment to a board, e.g., reimbursement for director candidacy fees or other payments?

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3. Would such a prohibition help assure that directors act in the best interests of shareholders?

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4. Would a listing standard that prohibited directors from serving on boards if they receive compensation from third parties for board service create unnecessary burdens on:

  Yes No
Listed companies?
Investors in listed companies?
Directors of listed companies?

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5. If Nasdaq does not adopt an absolute prohibition on third party compensation of directors, should Nasdaq adopt a listing standard that a director who receives such payments would not be considered independent under Nasdaq’s rules?

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6. Would a listing standard that precluded directors who receive such payments from being considered independent under Nasdaq’s rules create unnecessary burdens on:

  Yes No
Listed companies?
Investors in listed companies?
Directors of listed companies?

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7. Your Name

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8. Your Organization

Thanks for participating in this survey.

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