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Audit Compensation Charter

Draft Committee Charters in Minutes, Not Hours

12 minutes with CaseMark

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Workflow

Audit Compensation Charter

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Workflow

Audit Compensation Charter

Overview

CaseMark's Audit & Compensation Committee Charter skill automates the drafting of board-adopted governance charters for U.S. corporations. It produces comprehensive, compliance-ready charters covering committee composition, independence requirements, delegated powers, meeting protocols, reporting obligations, and annual review procedures—adapted for public or private governance regimes.

Drafting Audit and Compensation Committee charters is a painstaking process that requires cross-referencing federal securities laws, exchange listing standards, state corporate statutes, and company-specific governance documents. A single oversight—such as a missing independence requirement or an incomplete delegation of authority—can expose the board to regulatory risk and delay critical transactions like IPOs.

CaseMark automates the entire charter drafting workflow by mapping the applicable regulatory regime, analyzing director qualifications, and generating complete, board-resolution-ready charters for both committees. The built-in compliance checklist ensures every SOX, SEC, and exchange requirement is addressed, giving legal teams confidence that nothing has been missed.

How it works

  1. 1. Upload your corporate documents, company profile, and director roster

  2. 2. AI maps the applicable regulatory regime (public/private, exchange rules, state law)

  3. 3. CaseMark drafts complete Audit and Compensation Committee charters with all required sections

  4. 4. Review the compliance checklist, customize provisions, and export in DOCX or PDF

What you get

  • Regime Map & Regulatory Baseline

  • Audit Committee Charter with Delegated Powers & Duties

  • Compensation Committee Charter with Authority Framework

  • Meeting Protocol & Reporting Requirements

  • Independence & Financial Expert Compliance Checklist

  • Annual Review & Amendment Provisions

What it handles

  • Dual charter generation for both Audit and Compensation Committees in a single workflow

  • Automatic regime mapping for public (SEC/SOX/exchange) or private governance frameworks

  • Independence and financial-expert qualification analysis for director rosters

  • Built-in compliance checklist covering Rule 10A-3, SOX, and exchange-specific standards

  • Customizable meeting protocol, reporting cadence, and annual review provisions

  • Sector-specific regulatory overlay for banking, healthcare, energy, and more

Required documents

  • Certificate of Incorporation & Bylaws

    Current governing documents establishing the corporation's structure and board authority

    .pdf, .docx

  • Company Profile Summary

    Details on public/private status, exchange listing, state of incorporation, and industry sector

    .pdf, .docx, .txt

  • Director Roster

    List of current and proposed directors with independence status, qualifications, and term information

    .pdf, .docx, .xlsx

Supporting documents

  • Existing Board Resolutions

    Prior board resolutions related to committee formation or governance policies

    .pdf, .docx

  • Existing Committee Charters

    Current or outdated committee charters being refreshed or replaced

    .pdf, .docx

  • Equity Plans & Compensation Agreements

    Officer compensation agreements, equity incentive plans, clawback policies, and severance frameworks

    .pdf, .docx

  • Prior Proxy Statements or SEC Filings

    Previous committee reports and disclosure filings for public companies

    .pdf, .docx

Why teams use it

Reduce charter drafting time from days to minutes while maintaining institutional-quality governance standards

Ensure full compliance with SOX, Rule 10A-3, SEC rules, and exchange listing requirements through automated regulatory mapping

Streamline IPO readiness and governance cleanup with charters that meet underwriter and regulator expectations

Eliminate gaps and inconsistencies with a built-in compliance checklist that validates every charter provision

Questions

Can CaseMark draft charters for both public and private companies?

Yes. CaseMark automatically adapts the charter based on whether your company is publicly traded or privately held. For public companies, it layers in SEC, SOX, and exchange-specific requirements; for private companies, it applies governance best practices without unnecessary regulatory overhead.

Does the tool address SOX and Rule 10A-3 compliance?

Absolutely. CaseMark's workflow includes a built-in compliance checklist that maps every charter provision against SOX requirements, Rule 10A-3 independence standards, and applicable exchange listing rules to ensure nothing is missed.

Can I use this for IPO governance readiness?

Yes. CaseMark is ideal for pre-IPO governance preparation. It drafts exchange-standard committee charters that satisfy listing requirements, helping your board demonstrate governance maturity to underwriters and regulators.

How does CaseMark handle industry-specific regulatory requirements?

CaseMark incorporates sector-specific overlays for industries like banking, healthcare, and energy, ensuring your committee charters address additional regulatory obligations unique to your sector.

Does the output include both Audit and Compensation Committee charters?

Yes. A single workflow produces complete, board-resolution-ready charters for both the Audit Committee and the Compensation Committee, each with tailored duties, delegated powers, and compliance provisions.

Can I customize the generated charters after they're drafted?

Of course. CaseMark generates a comprehensive first draft that you can review, edit, and refine. Every section is clearly organized so you can adjust provisions to match your board's specific governance preferences before adoption.

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