CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 Intrductin... 2 Gvernance and Oversight Cntrl Framewrk... 3 Index Oversight Cmmittee... 4 Member Cmpsitin... 4 Respnsibilities... 4 Meetings... 5 Index Dmicile Eligibility Cmmittee... 6 Member Cmpsitin... 6 Respnsibilities... 6 Meetings... 6 Index Operating Cmmittee... 7 Member Cmpsitin... 7 Respnsibilities... 7 Meetings... 7 Index Advisry Cuncil... 8 Member Cmpsitin... 8 Respnsibilities... 8 Meetings... 8 External Audits... 9 CRSP Indexes Missin Statement... 10 Page 1 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 Intrductin CRSP is cmmitted t the versight and transparency f its Index gvernance structure. In rder t prvide effective review f its prcesses and prcedures CRSP has established fur separate gvernance cmmittees. The Index Oversight Cmmittee is cmpsed f CRSP emplyees and is respnsible fr the gvernance and versight functin. The Index Oversight Cmmittee reviews and apprves material changes t the index methdlgy, as well as, all stages f the index determinatin prcess t ensure that the integrity f all CRSP Indexes is maintained. The Index Dmicile Eligibility Cmmittee is cmpsed f CRSP emplyees and is respnsible fr reviewing securities whse eligibility is indeterminate after applying dmicile rules at ranking r fllwing the applicatin f a crprate actin. The Index Operating Cmmittee is cmpsed f CRSP emplyees with extensive relevant peratinal experiences. This cmmittee is respnsible fr ad hc review f unusual crprate actins and immediate peratinal issues. The Index Advisry Cuncil is cmpsed f CRSP emplyees, Bth Schl f Business faculty advisrs and representatives frm the financial service industry. The Index Advisry Cuncil may prvide guidance with respect t the cnstructin, methdlgy and maintenance f the indexes. The Index Advisry Cuncil may be cnsulted fr input and advice t ensure the relevance f the CRSP Indexes and t ensure that the indexes meet the needs f CRSP s clients. Page 2 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
CRSP Index Gvernance Cmmittees Terms f Reference Gvernance and Oversight Cntrl Framewrk Bard f Directrs CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 Executive Spnsr(s) Index Advisry Cuncil Oversight Cmmittee Audit Index Dmicile Eligibility Cmmittee Index Operating Cmmittee Executive Spnsr(s) Index Oversight Cmmittee Index Dmicile Eligibility Cmmittee Index Operating Cmmittee Index Advisry Cuncil Audit CRSP Chief Operating Officer CRSP Senir Directr f Finance & Administratin CRSP Chief Operating Officer CRSP Senir Directr f Applicatin Develpment CRSP Senir Directr f Client Services CRSP Senir Directr f Data Operatins CRSP Assciate Directr f Admin & Index Systems CRSP Directr f Index Operatins CRSP Assistant Directr f Index Analytics CRSP Manager f Licensing & Cmpliance CRSP Chief Operating Officer CRSP Assistant Directr f Index Analytics CRSP Assistant Directr f Index Analytics CRSP Directr f Index Operatins (alternate/ptinal) CRSP Senir Directr f Client Services (ptinal) CRSP Senir Directr f Applicatin Develpment CRSP Directr f Index Operatins CRSP Senir Directr f Data Operatins CRSP Chief Operating Officer (alternate) CRSP Assistant Directrs f Index Analytics (as needed) CRSP Chief Operating Officer Bth Schl f Business faculty advisrs Client representatives External audit firm Page 3 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
Index Oversight Cmmittee CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 The Index Oversight Cmmittee is respnsible fr the versight f matters related t Index design, integrity f the Index determinatin and cntrl framewrk, and ther matters related t the IOSCO Principles fr Financial Benchmarks. Member Cmpsitin The Index Oversight Cmmittee is made up f senir leaders and staff wh are psitined t review and challenge all aspects f the design and determinatin prcess. The Index Oversight Cmmittee is cmpsed f the fllwing CRSP persnnel: Chief Operating Officer Senir Directr f Applicatin Develpment Senir Directr f Client Services Senir Directr f Data Operatins Directr f Index Operatins Assciate Directr f Admin & Index Systems Assistant Directr f Index Analytics Manager f Licensing & Cmpliance Changes t the member cmpsitin f the Index Oversight Cmmittee are apprved by the Executive Spnsrs and at least tw ther current members. Respnsibilities Oversee the Index design prcess in rder t evaluate and address any ptential risks t the integrity f the prcess, including the fllwing: Peridic review f the Index Methdlgy and material changes t the Index Methdlgy; and Take apprpriate measures t remain infrmed abut issues and risks related t the Index and cmmissin external reviews as apprpriate. Oversee the Index determinatin and cntrl framewrk prcess in rder t evaluate and address any ptential risks t the integrity f the prcess, including the fllwing: Oversee the management and peratin f the Index; Cnsider results f internal and external audits and the implementatin f any remedial actins; and Review situatins when Expert Judgment is exercised, as defined in the IOSCO Principals fr Financial Benchmarks. Review and apprve Management Plans t eliminate, mitigate, r manage cnflicts f interest. Page 4 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
Meetings CRSP Index Gvernance Cmmittees Terms f Reference The Index Oversight Cmmittee meets bi-annually and n an as-needed basis. CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 Meetings shuld be scheduled apprximately ne week befre the Index Advisry Cuncil meetings. Unless apprved in advance by CRSP Chief Operating Officer, meetings require the attendance f the fllwing members: Chief Operating Officer Manager f Licensing & Cmpliance Senir Directr f Applicatin Develpment Assciate Directr f Admin & Index Systems Directr f Index Operatins Senir Directr f Data Operatins Unless ntified therwise prir t the scheduled meeting, either the Senir Directr f Client Services r the Assistant Directr f Index Analytics need attend. Meeting agendas shuld cntain the date and time, expected attendees, and the tpics t be discussed. Meeting minutes shuld cntain the date and time, attendees, tpics discussed and decisins made regarding the tpic. Meeting agendas and minutes shuld be distributed t all Index Oversight Cmmittee members. Meeting agenda and minutes will be retained fr at least five years. Page 5 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
CRSP Index Gvernance Cmmittees Terms f Reference Index Dmicile Eligibility Cmmittee CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 The Index Dmicile Eligibility Cmmittee is respnsible fr reviewing securities whse eligibility is indeterminate after applying the dmicile rules at ranking r fllwing the applicatin f a crprate actin. Member Cmpsitin The Index Dmicile Eligibility Cmmittee is cmpsed f the fllwing CRSP persnnel: Chief Operating Officer Assistant Directr f Index Analytics Assistant Directr f Index Analytics Directr f Index Operatins Senir Directr f Client Services Changes in the member cmpsitin f the Index Dmicile Eligibility Cmmittee are apprved by CRSP s Chief Operating Officer. Respnsibilities Apply the dmicile eligibility criteria as detailed in the U.S. Equity Indexes Methdlgy Guide. Meetings The Index Dmicile Eligibility Cmmittee meets prir t each ranking and n an as-needed basis. Unless apprved in advance by CRSP Chief Operating Officer, meetings require the fllwing attendees: Chief Operating Officer (attendance required) Assistant Directr f Index Analytics (attendance required) Assistant Directr f Index Analytics (attendance required) Directr f Index Operatins (alternate / ptinal attendee) Senir Directr f Client Services (attendance ptinal) The Index Dmicile Eligibility Cmmittee, after each meeting, dcuments which securities were reviewed, the eligibility decisin, and the ratinale fr the decisin. Dcumentatin f Index Dmicile Eligibility Cmmittee s review will be retained fr at least five years. Page 6 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
Index Operating Cmmittee CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 The Index Operating Cmmittee is respnsible fr the ad-hc reviews f unusual crprate actins and immediate peratinal issues. Member Cmpsitin The Index Operating Cmmittee is cmpsed f the fllwing CRSP persnnel: Senir Directr f Applicatin Develpment Directr f Index Operatins Senir Directr f Data Operatins Assistant Directr f Index Analytics (tw individuals with this title, nly ne individual needs t attend meetings upn request) Alternate and substitute cmmittee members include the fllwing CRSP persnnel: Chief Operating Officer (alternate) Assistant Directrs f Index Operatins (substitute fr Directr f Index Operatins) Directr f Applicatin Develpment (substitue fr Senir Directr f Applicatin Develpment) Changes in members t the Index Operating Cmmittee are apprved by CRSP s Chief Operating Officer. Respnsibilities Ad-hc review f unusual crprate actins and immediate peratinal issues. Meetings The Index Operating Cmmittee meets n an as needed basis. Unless apprved in advance by CRSP Chief Operating Officer, meetings require the attendance f tw f the three fllwing members: Senir Directr f Applicatin Develpment Directr f Index Operatins Senir Directr f Data Operatins The Index Operating Cmmittee, after each meeting, dcuments the decisin n hw t handle the peratinal issues due t the unusual crprate actin, the ratinale fr the decisin, and the curse f actin(s) that needs t be implemented. Decisin and ratinale fr the decisin will be dcumented and retained fr at least five years. Page 7 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
Index Advisry Cuncil CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 The Index Advisry Cuncil was frmed t versee and steer the cnstructin, methdlgy and maintenance f CRSP Indexes. Member Cmpsitin The Index Advisry Cuncil, chaired by CRSP s Chief Operating Officer, includes CRSP emplyees as selected by CRSP s Chief Operating Officer depending n tpics t be discussed, Bth Schl f Business faculty advisrs, and representatives frm the financial services industry, including Vanguard and ther fund managers, if apprpriate. Nn-CRSP members f the Index Advisry Cuncil are appinted by their respective institutins. Respnsibilities Prvide guidance and advice with respect t the cnstructin, methdlgy and maintenance f the Indexes. Identify issues, raise cncerns, and ffer suggestins fr achieving the gals f the Indexes. Slicit and prvide feedback t all invlved parties n pertinent issues. Agree n rules regarding restatements f Indexes and ther such plicies. Engage in scheduled cmmunicatins. Review and apprve methdlgy changes prir t implementatin. Apprve each Index prir t publicatin. Cmmitment t the CRSP Indexes Missin Statement. Meetings The Index Advisry Cuncil meets n an as-needed basis. Tpics fr discussin shuld be submitted by members f the Index Advisry Cuncil n later than the clse f three business days prir t the meeting. CRSP Manager f Licensing & Cmpliance will serve as secretary t the Index Advisry Cuncil and will maintain a recrd f members attendance, prepare agendas, take meeting ntes, recrd and distribute meeting ntes, and will fllw up with members, as necessary, n actin items between meetings. Meeting agendas shuld cntain the date and time, expected attendees, and the tpics t be discussed. Meeting minutes shuld cntain the date and time, attendees, tpics discussed and decisins made regarding the tpic. Meeting minutes shuld be distributed t all Index Advisry Cuncil members and t the Oversight Cmmittee. Meeting agenda and minutes will be retained fr at least five years. Page 8 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
External Audits CRSP Index Gvernance Cmmittees Terms f Reference CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 A third-party audit firm will be cnsulted, as needed, t assess CRSP s gvernance, risk management, and management cntrls ver peratins. Audit dcuments cntaining results and recmmended remedial actins will be retained fr at least five years. Page 9 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.
CRSP Center fr Research in Security Prices The University f Chicag Bth Schl f Business Chicag, IL 60603 Tel 312.263.6400, ptin 3 Fax 312.263.6430 Indexes@crsp.ChicagBth.edu www.crsp.chicagbth.edu CRSP Indexes Missin Statement CRSP seeks t prvide academic, private, and gvernment institutins with valuable prducts and services cnsistent with the research reputatin f the University f Chicag Bth Schl f Business. CRSP prducts and services prvide a strng fundatin fr ecnmic frecasting, stck market research, and financial analysis. Indexes play a significant rle in capital markets as measures f asset class perfrmance, as benchmarks fr relative investment perfrmance, as the basis fr passive investment vehicles, and as the underpinning f derivative instruments. The imprtance f indexes has grwn with the expanded use f index-based investment vehicles and cmplex derivatives such as exchange-traded funds (EFTs) and swaps. CRSP seeks t enhance its existing prducts and services by develping U.S. equity indexes based n a methdlgy that blends sund theretical cncepts and cnventinal investment practices. CRSP U.S. equity indexes are cnstructed t be truly investable and prvide bth academics and investment practitiners with valuable tls fr research and investment management. Page 10 f 10 The infrmatin in this dcument is prvided fr infrmatinal purpses nly. CRSP disclaims all warranties f accuracy, cmpleteness, timeliness and fitness fr a particular purpse.