https://www.avient.com/sites/default/files/2024-05/3b - Corporate Governance Guidelines.Draft Feb. 2024.v1.2.Revised.4-16-24.Final_.pdf
In addition to the other duties of a director under these Guidelines, the Chairman of the Board (if an independent director) or the 4 Lead Director, as applicable, is responsible for coordinating the activities of the independent directors, and in that role will: • Chair executive sessions of the non-employee directors, as described below under the caption “Executive Sessions,” and provide feedback and perspective to the Chief Executive Officer regarding discussions at these sessions; • Review information as appropriate prior to it being sent to the Board; • Approve meeting agendas for the Board; • Approve meeting schedules to assure that there is sufficient time for discussion of all agenda items; • Serve as a liaison and facilitate communications between the Chief Executive Officer and other members of the Board; • Advise the Chief Executive Officer as to the quality, quantity and timeliness of the flow of information from management to the Board and regarding the effectiveness of Board meetings; • Interview all Board candidates, and provide the Governance and Corporate Responsibility Committee with recommendations on each candidate; • Maintain close contact with the Chair of each standing committee and assist in ensuring communications between each committee and the Board; • Consider the retention of advisers and consultants who report directly to the Board; • Chair Board meetings; • Have the authority to call meetings of the independent directors; • If requested by major shareholders, ensure that he or she is available for consultation and direct communication; and • Perform various other duties as may from time to time be determined by the Board.
The Board and its Committees may, in appropriate circumstances and at Company expense, consult and retain independent legal, financial or other advisors. 4.
Access to Management and Independent Advisors 4.