Disclosure focus
Use the actual highest governance body under the legal structure, not a universal assumption that it is called the board. In a two-tier system, include both tiers where together they form the highest governance body. This is a governance-process disclosure, so do not create a boundary by sites, regions, subsidiaries or local boards.
For the first requirement, show the route from nomination through assessment and recommendation to final election, selection or appointment. Cover the highest governance body and every one of its committees, and distinguish who nominates, who assesses, who recommends and who makes the final decision. Reappointment and removal can be useful context where they are part of the standing process.
The four criteria in the second requirement apply to nomination and selection of members of the highest governance body. Do not automatically present them as mandatory criteria for committee appointments. If the organization applies criteria to committee appointments too, report that as supplementary context and label it clearly.
For each criterion, ‘whether and how’ is one requirement: give a direct yes or no, then explain the mechanism if it is used. A criterion that is not used is a reportable answer, not a reason for omission. If required information cannot be reported, identify the affected requirement in the GRI content index and use a permitted reason for omission.
Stakeholder views can enter through nomination rights, shareholder voting, cumulative voting, formal stakeholder representation or documented engagement feedback. GRI 2-10 does not require a separate consultation exercise, but the route into the nomination or selection decision must be clear.
Keep the exact concept of diversity, name the dimensions the organization uses, and explain how they affect the candidate specification, search, longlist, shortlist, assessment or recommendation. Do not replace the process criterion with current composition statistics.
For independence, identify the statutory, listing or internal definition used. Independence means conditions that allow a member to exercise independent judgment free from external influence or conflicts of interest; explain how and when the test is applied.
For competencies, connect the capabilities sought to impacts associated with the organization’s sectors, products and services, and geographic locations. A generic list of leadership, finance or industry experience does not by itself explain competencies relevant to impacts.
Report the standing policy and process even if no nominations, selections or appointments occurred during the reporting period. A note on changes to the process is useful LRA practice but is not a separate GRI 2-10 requirement.
The nine datapoints below are an LRA operational decomposition of the two requirements in Disclosure 2-10. They are not nine separate GRI requirements.
This LRA educational guidance supports disclosure preparation. For the exact requirements, always refer to the official GRI source.
Prepare
What to collect before drafting
Tick each field as the evidence lands. Owners are the teams that usually hold the source files.
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Nomination and selection processes for the highest governance body and its committees
Company Secretariat / LegalIdentify the actual highest governance body (both tiers where applicable) and describe nomination, assessment, recommendation and final selection or election for its members, plus the appointment process for every committee.
Evidence constitutional documents; nomination policy; committee terms of reference; succession plan; nomination and appointment minutes
Watch for Only the final appointing authority is named, or committees and a second governance tier are omitted.
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Whether stakeholder views, including shareholder views, are considered
Company Secretariat / Investor RelationsState whether views of stakeholders, including shareholders, are considered when members of the highest governance body are nominated and selected. If they are not used, say so directly.
Evidence nomination policy; shareholder rights; stakeholder representation rules; engagement records; nomination papers
Watch for Silence is treated as meaning the criterion was considered, or shareholder views are confused with all stakeholder views.
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How stakeholder views, including shareholder views, are considered
Nomination Committee / Investor RelationsExplain the route by which stakeholder and shareholder views affect nomination or selection, such as nomination rights, voting, representation or documented engagement feedback.
Evidence nomination and voting records; engagement summaries; candidate specification; shortlist and recommendation papers
Watch for Generic stakeholder engagement is cited without showing a route into nomination or selection.
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Whether diversity is considered
Nomination Committee / People or DEI leadState whether diversity is considered when members of the highest governance body are nominated and selected. If it is not used, say so directly.
Evidence board diversity policy; nomination criteria; candidate specification; succession plan
Watch for A statement that the body is diverse is substituted for the selection criterion.
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How diversity is considered
Nomination Committee / Company SecretariatName the diversity dimensions used and explain how they shape the candidate specification, search, shortlist, assessment or recommendation.
Evidence longlist and shortlist criteria; skills and diversity matrix; nomination committee papers; recommendation record
Watch for Dimensions are named but there is no evidence that they affected any stage of the process.
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Whether independence is considered
Company Secretariat / LegalState whether independence is considered when members of the highest governance body are nominated and selected. If it is not used, say so directly.
Evidence applicable law or listing rules; independence policy; candidate declarations; conflict register
Watch for The current number of independent members is substituted for whether independence is a selection criterion.
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How independence is considered
Nomination Committee / LegalDefine the statutory, listing or internal independence test used and explain when, by whom and with what evidence it is applied.
Evidence independence questionnaire and assessment; legal review; nomination committee minutes; recommendation paper
Watch for Different statutory, listing and internal definitions are blended, or the test is performed only after appointment.
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Whether competencies relevant to the organization’s impacts are considered
Nomination Committee / Sustainability leadState whether competencies relevant to the organization’s impacts are considered when members of the highest governance body are nominated and selected. If they are not used, say so directly.
Evidence impact assessment; skills matrix; succession plan; candidate specification; nomination criteria
Watch for Generic leadership or finance experience is substituted for competencies relevant to impacts.
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How competencies relevant to the organization’s impacts are considered
Nomination Committee / Sustainability leadConnect the competencies sought to impacts associated with the organization’s sectors, products and services, and geographic locations, and explain how gaps affect the search and decision.
Evidence impact-to-competency mapping; candidate assessments; shortlist; nomination committee minutes; recommendation paper
Watch for A skills matrix is cited without linking skills to sector-, product- or geography-related impacts or to the selection decision.
Before you start
- Which body or two tiers constitute the actual highest governance body under the legal structure?
- Have you listed every committee of that body and its appointment route?
- Can you distinguish nomination, assessment, recommendation and final election, selection or appointment?
- For highest-governance-body members, can you answer whether and how each of the four criteria is used?
- Can you trace impact-related competencies to sector-, product-, service- and geography-related impacts?
- If no appointment occurred, have you still documented the standing process?
How to prepare it
Request the data
Request highest-governance-body nomination and selection records
Translate the disclosure into an internal business question — then adapt it to your organisation's own language.
What is our standing route for nominating and selecting members of the highest governance body and appointing its committee members, and whether and how do the four GRI 2-10 criteria affect body-member selection?
Use the organization’s legal names for each governance body, tier, committee and decision-maker. Do not request site, region or entity population data for this governance-process disclosure.
Weak request
Please provide the GRI 2-10 disclosure.
Why it fails: It asks for drafted framework language, not the legal structure, process stages, decision rights and evidence needed to verify the disclosure.
Better request
Please provide the standing nomination and selection process for the actual highest governance body and every committee, plus whether and how the four criteria affect selection of body members and the records supporting each answer.
Formal email template
Subject: GRI 2-10 nomination and selection records for [period] Hi [name/team], Please provide the legal governance structure identifying our highest governance body (including both tiers where applicable), the complete committee register, and the standing process in force during [period] for nomination, assessment, recommendation and final selection, election or appointment of body members and appointment of committee members. For members of the highest governance body, please state whether and how the process considers: stakeholder views including shareholder views; diversity; independence; and competencies relevant to our impacts. Please attach the policy, terms of reference, succession plan, candidate or decision records, and approvals. If a criterion is not used, say so directly. If no appointment occurred, still provide the process in force. Thanks, [preparer name]
Short Teams / Slack version
Please send the legal governance map, full committee register and standing nomination-to-appointment process for [period]. For highest-governance-body members, include whether and how the four GRI 2-10 criteria are used, plus supporting records. A criterion not used should be stated directly.
Draft your disclosure
Notes that turn data into a disclosure
LRA training templates — adapt them to your organisation, and check the official source before sign-off.
Method note
We identify the highest governance body from our legal structure and describe the standing nomination and selection processes for it and its committees. For members of the highest governance body, we state whether and how stakeholder views, diversity, independence and competencies relevant to our impacts are considered.
Context note
Where the organization has a two-tier structure, both tiers are covered. Criteria applied voluntarily to committee appointments are identified as supplementary context.
Fluctuation statement
Optional LRA context: state whether the standing process changed during the period. This is not a separate GRI 2-10 requirement.
Content index entry
GRI 2-10 Nomination and selection of the highest governance body — [location / page] / [reason for omission, if applicable]Download Centre
Preparation tools & forms
Download preparation tools for GRI 2-10 with free verified email access for 24 hours. Source-report links remain public.
Check
For each claim, check the evidence
The actual highest governance body is identified from the legal governance structure.
Risk A familiar board label is assumed without checking where ultimate authority sits.
Evidence to check constitutional documents and governance framework
Both tiers are covered where the highest governance body is split across a two-tier structure.
Risk Only the supervisory or management tier is reported.
Evidence to check constitutional documents and governance structure map
The process covers the highest governance body and every one of its committees.
Risk Committee appointments are omitted or blended into the body-level process.
Evidence to check committee register, terms of reference and appointment records
Nomination, assessment, recommendation and final selection, election or appointment are distinguished.
Risk The report names the final authority but not the preceding process or decision rights.
Evidence to check nomination policy, process map and minutes
The account describes the standing process in force even when no appointment occurred in the reporting period.
Risk No disclosure is made because there were no vacancies or appointments.
Evidence to check current policy, succession plan and approval history
Whether stakeholder views, including shareholder views, are considered is stated explicitly.
Risk Generic engagement language or silence is used instead of a direct answer.
Evidence to check nomination policy and shareholder or stakeholder rights records
The route by which stakeholder or shareholder views enter the decision is described accurately.
Risk Engagement activity is presented without evidence that it informed nomination or selection.
Evidence to check engagement summary, nomination rights, voting records and decision papers
Whether diversity is considered is stated, and the dimensions used are named.
Risk Current composition or an aspiration is substituted for the selection criterion.
Evidence to check diversity policy, candidate specification and succession plan
How diversity affects the search, shortlist, assessment or recommendation is supported.
Risk Dimensions are listed without a decision mechanism.
Evidence to check longlist, shortlist, matrix and nomination committee papers
Whether independence is considered is stated using the applicable definition.
Risk The report mixes legal, listing and internal tests or only reports current composition.
Evidence to check independence policy, listing rules and candidate declarations
How and when independence is assessed, by whom, and against which evidence is described.
Risk A later annual check is presented as the nomination-stage process.
Evidence to check questionnaire, legal review, committee minutes and recommendation
Whether competencies relevant to impacts are considered is stated.
Risk Generic business expertise is presented as impact-relevant competence.
Evidence to check impact assessment, skills matrix and nomination criteria
Impact-related competencies are connected to sectors, products and services, and geographic locations.
Risk The link between impacts, skill gaps and candidate selection is missing.
Evidence to check impact-to-competency map, candidate assessment and recommendation
A criterion that is not used is reported directly, while unavailable required information follows the permitted reason-for-omission route.
Risk A negative answer is treated as an omission, or unavailable information is silently left out.
Evidence to check GRI content index, owner confirmation and omission approval
Evidence pack to prepare
Common reporting gaps
- Calling a familiar board the highest governance body without checking the legal structure or both tiers.
- Naming only the final appointing authority instead of the full nomination, assessment, recommendation and selection route.
- Describing the highest governance body but omitting how its committees are appointed.
- Applying the four member-selection criteria to committee appointments as though GRI expressly required it.
- Using silence for a criterion that is not used instead of giving a direct answer.
- Citing generic stakeholder engagement without showing how views enter nomination or selection.
- Reporting current diversity or independence composition instead of the selection criteria and mechanisms.
- Listing diversity dimensions without showing how they affect the process.
- Blending statutory, listing and internal independence definitions.
- Using generic leadership or finance skills without linking competencies to impacts.
- Omitting the disclosure because no appointments took place during the period.
- Treating a negative answer as a reason for omission, or leaving unavailable information out without the GRI content-index route.
Where drafts go wrong
Mistakes to avoid and where judgement is needed
The left column is what preparers get wrong while collecting; the right column is where you will have to make and explain a judgement.
Mistakes to avoid
- Wrong governance bodyThe board label is assumed without checking the legal structure or both tiers.
- Committees omittedThe body-member process is documented but committee appointments are not.
- Stages collapsedNomination, assessment, recommendation and final decision are presented as one step.
- Criteria overextendedThe four criteria are presented as mandatory for committee appointments rather than for members of the highest governance body.
- Generic engagementStakeholder activity is listed without a route into nomination or selection.
- Composition replaces processCurrent diversity or independence statistics replace the selection criterion and mechanism.
- Generic skillsLeadership and finance experience are listed without connecting competencies to impacts.
- No-event omissionThe process is omitted because no appointment occurred during the year.
- Negative answer hiddenA criterion not used is left blank instead of being reported directly.
Judgement needed
- Two-tier structureCover both tiers where together they form the highest governance body and explain the separate decision rights.
- Ex officio or statutory membersExplain the legal route and any criteria that do or do not apply instead of forcing them into a standard candidate process.
- Controlling shareholder or public authorityDescribe nomination and appointment rights accurately and distinguish them from broader stakeholder views.
- No appointments in the periodReport the standing process in force and do not invent a current-year case study.
- Criterion not usedGive a direct negative answer; do not use a reason for omission.
- Information unavailableIdentify the affected requirement and follow the permitted reason-for-omission route in the GRI content index.
- Committee-specific criteriaReport them as supplementary context and do not imply they are part of GRI 2-10-b.
Examples
How it reads on the page
Synthetic, written by LRA — not from a company report, not text from any standard.
This is a synthetic example only. The Board of Directors is our highest governance body. Shareholders may propose candidates under the articles; the Nomination Committee assesses candidates, recommends a slate to the Board, and shareholders elect directors at the annual general meeting. The Board appoints members of its four standing committees after considering the Nomination Committee’s recommendation.
For Board candidates, shareholder views enter through nomination and voting rights and documented investor feedback considered when the candidate specification is set. Diversity is considered through gender, ethnicity, nationality, age and professional background in the search brief and shortlist review. Independence is tested against listing rules and our stricter conflicts policy before recommendation. The skills-gap review maps climate transition, biodiversity, community and worker-safety impacts to the capabilities sought in each search. These four criteria apply to Board-member selection; criteria used for committee allocation are supplementary.
| Stage | Responsible party | Process |
|---|---|---|
| Nomination | Shareholders / Nomination Committee | Candidates proposed under the articles and succession plan |
| Assessment | Nomination Committee | Candidate evidence tested against the four disclosed criteria |
| Recommendation | Nomination Committee to Board | Slate and rationale submitted |
| Election | Shareholders at AGM | Directors elected |
| Committee appointment | Board | Committee members appointed after committee recommendation |
Shows the highest governance body, distinct nomination-to-election stages, committee appointment, and the four whether-and-how criteria without extending the GRI requirement to committee members.
This is a synthetic example only. Under our legal structure, the Supervisory Board and Management Board together constitute the highest governance body. Shareholders elect Supervisory Board members from candidates assessed by its Nomination Committee; the Supervisory Board appoints Management Board members after succession and candidate assessment. Each tier appoints members of its own committees under the applicable terms of reference.
For candidates to either tier, shareholder views enter through proposal and voting rights, while workforce views enter through reserved representation. Diversity dimensions shape the longlist and shortlist. Independence is tested for relevant Supervisory Board candidates under law, listing rules and our policy. Our skills matrix maps food safety, agricultural sourcing, packaging, labour and water impacts to gaps used in candidate specifications. Committee-allocation criteria are disclosed separately as supplementary information.
| Appointment | Nomination / assessment | Final decision |
|---|---|---|
| Supervisory Board | Nomination Committee assesses candidates | Shareholders elect |
| Management Board | Supervisory Board succession and candidate assessment | Supervisory Board appoints |
| Committees | Terms of reference and tier-level review | Relevant tier appoints |
Shows how to cover both tiers, keep committee appointment distinct, and apply the four criteria to members of the highest governance body.
Quality ladder
- Basic
We identify the highest governance body and describe the nomination and selection processes for it and its committees, then answer whether each of the four criteria is used for body-member selection.
- Better
We distinguish each process stage and decision right, explain how each used criterion enters candidate search or assessment, and support every statement with current governance records.
- Best
We cover both tiers where applicable and every committee, map impacts to competencies, distinguish committee context from body-member criteria, report negative answers directly, and document the standing process even when no appointment occurred.
Check your understanding
Scenarios to work through
The report says shareholders appoint directors and says nothing about committees.
A two-tier company reports only the Supervisory Board.
The organization does not use wider stakeholder views in nomination but shareholders vote.
The skills matrix lists finance, strategy and leadership only.
No director or committee appointment occurred during the reporting period.
Real reports
How 3 companies report it
Examples of full and partial reporting practice. These are evidence-led reviews, not exact disclosure templates to copy.
Interconexión Eléctrica S.A. E.S.P.
Reviewed
Cogna Educação S.A.
Reviewed
LIXIL Corporation
Reviewed| Field | Interconexión Eléctrica S.A. E.S.P. | Cogna Educação S.A. | LIXIL Corporation |
|---|---|---|---|
| Nomination and selection processes for the highest governance body and its committees | Partial | Not found | Not found |
| Whether stakeholder views, including shareholder views, are considered | Partial | Partial | Partial |
| How stakeholder views, including shareholder views, are considered | Partial | Partial | Partial |
| Whether diversity is considered | Partial | Not found | Not found |
| How diversity is considered | Partial | Partial | Partial |
| Whether independence is considered | Partial | Not found | Not found |
| How independence is considered | Partial | Not found | Not found |
| Whether competencies relevant to the organization’s impacts are considered | Partial | Partial | Partial |
| How competencies relevant to the organization’s impacts are considered | Partial | Partial | Partial |
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Framework references
Relevant GRI requirements and related disclosures
GRI
GRI 2-10
within GRI 2: General Disclosures
Guides that settle this question
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FAQ
Questions this page answers
It has two requirements: describe nomination and selection processes for the highest governance body and its committees; and describe the criteria used for members of the highest governance body, including whether and how stakeholder views, diversity, independence and impact-relevant competencies are considered.
The four criteria in GRI 2-10-b apply to nomination and selection of members of the highest governance body. Criteria used for committee appointments can be useful supplementary context, but should not be presented as a separate GRI requirement.
Identify the highest governance body from the legal structure and cover both tiers where together they form that body. Explain the nomination and selection route for each tier and the appointment process for their committees.
No separate consultation exercise is required. Explain whether and how views enter the decision through routes such as nomination or voting rights, representation, or documented engagement feedback.
Say so directly. A criterion not used is a reportable answer, not a reason for omission. Use a permitted reason for omission only when required information cannot be reported, and identify the affected requirement in the GRI content index.
Yes. Describe the standing policy and process in force even if no nominations, elections or appointments occurred during the reporting period.
Connect the competencies sought to impacts associated with the organization’s sectors, products and services, and geographic locations, then show how gaps affect the candidate specification, assessment or recommendation.
They are an LRA operational decomposition of two GRI requirements: one process row and separate whether-and-how prompts for each of four criteria. They are not nine separate GRI requirements.
Keep the legal structure, committee register, nomination policy, terms of reference, succession plan, candidate and decision records, stakeholder or shareholder records, diversity and independence evidence, and the impact-to-competency mapping.
Map the standing process, answer whether and how for each criterion, attach evidence references, and complete the checks. Delete the worked example row before entering organization data.
No. They are explicitly synthetic drafting aids. The separate company-report section links to published sources and grades each datapoint conservatively.