The business of Genworth Financial, Inc. ("Genworth") is conducted by its employees, managers and officers, under the direction of our CEO and the oversight of the Board of Directors (the "Board"), to enhance the long-term value of the corporation and its stockholders. In keeping with our underlying values, Genworth is committed to strong corporate governance. The Board has developed corporate governance practices to help fulfill its responsibility to the stockholders. Our governance practices not only fully comply with existing and new governance laws, rules and regulations, including the Sarbanes-Oxley Act of 2002 and NYSE listing standards, but also incorporate many best practices as a key component of Genworth's governance program.

Role of the Board

The Board of Directors is elected by the stockholders to oversee management and to assure that the long-term interests of the stockholders are being served. Directors are expected to attend all scheduled Board and committee meetings and the annual meeting of the stockholders.


The Board of Directors has 4 standing committees:

Committee Assignments

The Board believes that its performance is enhanced by Directors who are fully informed about, and actively participate in, the activities of each of the Audit, Management Development & Compensation, Nominating & Corporate Governance and Risk committees. Upon the recommendation of the Nominating & Corporate Governance Committee, the Board assigns Directors to serve as members of each of those committees.


Our Board currently consists of 9 directors, 8 of whom are independent (as defined by our Governance Principles and NYSE listing standards). Our directors serve annual terms and are elected by our stockholders at the annual meeting. Our nominations process is set forth in our Certificate of Incorporation, Bylaws and Governance Principles, as set forth below.

The Audit Committee, Management Development & Compensation, Nominating & Corporate Governance and Risk committees consist solely of independent Directors.


The Board and any committee of the Board may retain and have access to independent advisors of its choice with respect to any issue relating to its activities. The corporation will provide funding for payment of fees and expenses to those advisors.

Governance Principles

In accordance with NYSE listing standards, our Board of Directors has adopted a set of Governance Principles that along with the charters and key practices of the Board's committees, provide the framework for the governance of our corporation. Corporate matters are also subject to the provisions contained in our Certificate of Incorporation and Bylaws which are filed as exhibits to our SEC filings.

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