Corporate Governance

Welcome to IDEX’s Corporate Governance Website. IDEX is committed to upholding sound principles of corporate governance and to meeting the requirements of federal and state law and the rules of the New York Stock Exchange. In November 2003, the Board of Directors updated and affirmed the Company’s Corporate Governance Guidelines, which along with the charters of the Board Committees and the Company’s Code of Business Conduct and Ethics for employees, provide the framework for the governance of the Company.

The Company’s Corporate Governance Guidelines address matters such as composition, size and term limits of the Board, Board membership criteria, the role and responsibilities of the Board, director compensation, share ownership guidelines, and the frequency of Board meetings (including meetings to be held without the presence of management).

The Board has the following four standing Committees:

• The Audit Committee, which is comprised solely of independent non-employee directors and assists the Board in its oversight of the Company’s financial reporting process, including the Company’s system of internal controls;
• The Compensation Committee, which is comprised solely of independent non-employee directors and has oversight responsibility for the compensation and benefit programs for executive officers and other employees;
• The Executive Committee, which may exercise all of the powers of the Board of Directors in the management of the company between meetings of the Board of Directors, except for certain enumerated powers set forth in the Company's By-Laws;
• The Nominating and Corporate Governance Committee, which is comprised solely of independent non-employee directors and considers and recommends candidates for election to the Board, advises the Board on director compensation, oversees the annual performance evaluations of the Board and Board Committees and advises the Board on corporate governance matters.

The Company’s Code of Business Conduct and Ethics sets forth the guiding principles of business ethics and certain legal requirements applicable to all IDEX employees.