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AI agent for board members

Executive Compensation Disclosure Check Agent

Make the disclosure match what the committee actually approved.

Quality controlManagementFinance
See how it worksGet access
Executive Compensation Disclosure Check Agent: what goes in, what the agent does and what you get

What it does

A compensation committee decides pay, awards and targets. Months later the proxy or annual report describes them, and small differences creep in: a wrong grant date, a bonus amount that was changed in the final meeting. This agent reads the committee minutes and the disclosure draft and matches each amount, approval and date line by line. It flags differences and asks the preparer to correct them. After each correction it checks again until the draft matches the decisions. It also lists decisions that appear in the minutes but not in the draft. The board member approves the final check. Edge case: a number in the draft that rests on a footnote or a formula is traced back to the plan document.

How it works

Follow the arrows from top to bottom. The orange dashed arrow is the loop: when a check fails, the agent goes back and tries again.

Start and resultWhat it doesA check on its own workWaits for your OKGoes back and retries
Yes, continueYes, continueApprovedNoNo 1 STARTS WHEN Disclosure draft is issued 2 USES A TOOL Read the minutes, resolutions and plan documents 3 USES A TOOL Read the disclosure draft 4 DOES Match each amount, date and approval to a decisionrecord 5 CHECKS THE RESULT Does every figure and date in the draft match arecord? If not: List the mismatches with the minute referenceand ask the preparer to correct them. Back to step 4. 6 DOES List decisions in the minutes that are missing fromthe draft 7 USES A TOOL Reread the revised draft 8 CHECKS THE RESULT Is the revised draft free of mismatches? If not: Return the remaining items to the preparer. Backto step 4. 9 YOU APPROVE Board member approves the final check 10 RESULT Disclosure match report
Read the steps as a list
  1. Disclosure draft is issued
  2. Read the minutes, resolutions and plan documents
  3. Read the disclosure draft
  4. Match each amount, date and approval to a decision record
  5. Does every figure and date in the draft match a record?If not: List the mismatches with the minute reference and ask the preparer to correct them. Back to step 4.
  6. List decisions in the minutes that are missing from the draft
  7. Reread the revised draft
  8. Is the revised draft free of mismatches?If not: Return the remaining items to the preparer. Back to step 4.
  9. Board member approves the final checkThe agent waits here for your OK.
  10. Disclosure match report

How it decides

Matches each figure and date in the draft to a decision record; a number with no matching record is a mismatch, and any mismatch blocks sign-off.

  • No matching record means a mismatch
  • Differences in rounding over 1 dollar are listed
  • Grants are matched by date and amount
  • Missing decisions are always listed

Make it yours

Every agent is a starting point. You choose these settings for your own situation.

  • Documents to compare
  • Rounding tolerance
  • Who prepares the draft
  • Report format
  • Sections to check

What keeps you in control

It always asks you first

  • The final check
  • Any change to the disclosure
  • Any filing

Hard limits

  • Never edit the disclosure
  • Never file anything

It stops when

  • Done: draft matches all decisions
  • Stop: legal review needed
  • Stop: committee reopens a decision

Set it up

We guide you through the set-up, step by step

Members get the full set-up guide for this agent. No technical skills needed: you copy, paste and upload.

10 minto set it up in your AI
5 AIsChatGPT, Claude, Copilot, Gemini, Grok
  • One set of instructions to paste into your AI, with the clicks for ChatGPT, Claude, Microsoft 365 Copilot, Gemini and Grok
  • The agent then walks you through connecting your own data, one source at a time
  • A downloadable copy with the flow chart, the rules and the full guide
Get access to this agent

An example run

What happensThe draft says the CEO received a 400,000 bonus approved 12 February. The minutes show 380,000 approved 19 February after a vote to reduce it. The check fails. The agent lists both lines for the preparer. The revised draft shows 380,000 but still the old date. After the second correction the draft matches, and the board member approves.

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