Exhibit 99.1
PRESIDING DIRECTOR
The independent Directors will elect a Presiding Director (on a rotating basis) to help coordinate the Board and management of Interpublic. The Presiding Director will perform the following duties:
| • | Convene and chair regular meetings of the non-management Directors and other meetings as may be necessary from time to time and, as appropriate, provide prompt feedback to the Chief Executive Officer. |
| • | Coordinate and develop the agenda for and chair executive sessions of the independent Directors. |
| • | Coordinate feedback to the Chief Executive Officer on behalf of independent Directors regarding business issues and management. |
| • | Coordinate and develop with the Chair of the Board the agendas for meetings of the Board and informational needs associated with those agendas and presentations. |
| • | Review and, where appropriate, approve information to be sent to the Board. |
| • | Discuss the results of the Chief Executive Officer’s performance evaluation with the Chair of the Compensation Committee. |
| • | Convey to the Chief Executive Officer, together with the Chair of the Compensation Committee, the results of the Chief Executive Officer’s performance evaluation. |
| • | Identify and develop with the Chair of the Board and the Governance Committee the Board’s compositional needs and criteria for Director candidates. |
| • | Have the authority to call meetings of the independent Directors, as appropriate. |
| • | Be available, as appropriate, for direct communication with major stockholders who request such a communication. |
| • | Performing such other duties as may be necessary for the Board to fulfill its responsibilities or as may be requested by the Board as a whole, by the independent Directors, or by the Chair of the Board. |
