Corporate Governance

ViaSat, Inc. strives to achieve excellence and integrity in all of its business practices, including corporate governance, oversight, accountability and transparency. ViaSat has incorporated best practices in its governance, including those required by the Sarbanes-Oxley Act of 2002 and The Nasdaq Stock Market®. The following are several examples of excellence in Corporate Governance implemented by ViaSat, many dating back several years before the passage of the Sarbanes-Oxley Act:

  • ViaSat's Board of Directors is comprised of seven members, six of whom are independent. The Board has consisted of a majority of Independent Directors since 1987.
  • Membership on the Audit Committee, Compensation and Human Resources Committee and Nominating and Corporate Governance Committee is limited to the Independent Directors.
  • The Independent Directors of the Board of Directors meet on a regular basis without any company officer or Employee Director participation.
  • Each Committee of the Board has a written charter.
  • Each member of the Audit Committee is a “financial expert” under SEC rules.
  • The Board of Directors has formed a Nominating/Corporate Governance Committee to outline and monitor ViaSat's corporate governance guidelines and procedures.
  • The Audit Committee has adopted Pre-Approval Policies and Procedures with respect to services provided by ViaSat's independent auditor.
  • The Company has an internal Disclosure Committee.
  • The Company has instituted an ethics program monitored by an internal Ethics Advisory Committee.
  • The Company has disseminated to all of its employees a Guide to Business Conduct (ethics code) and Financial Complaint Procedures Policy.

Below are website links to a list of ViaSat's corporate governance related documents. This includes Board committee charters, the Guide the Business Conduct (ethics code), and the Financial Complaint Procedures Policy to enable the anonymous reporting of any possible financial wrongdoing within ViaSat.

This page also links to the Charter and Policies of the Disclosure Committee. As a best practice recommendation under the Sarbanes-Oxley Act, ViaSat established this committee to establish, evaluate and maintain systems of internal controls regarding ViaSat's financial information and disclosures required by applicable laws to ensure (a) accuracy, completeness, reliability and timeliness of financial and other reports, (b) effectiveness and efficiency of operations, and (c) compliance with applicable laws and regulations.

Committee Charters View
Audit Committee Charter   PDF   22.8 KB Add to Briefcase
Compensation Committee Charter   PDF   19.1 KB Add to Briefcase
Nominating and Corporate Governance Committee Charter   PDF   87.9 KB Add to Briefcase


Other Governance Documents View
Certificate of Incorporation   PDF  616.7 KB Add to Briefcase
Viasat Bylaws   PDF   49.9 KB Add to Briefcase
Corporate Governance Guidelines   PDF   22.1 KB Add to Briefcase
Audit Committee Approval Policy   PDF   44.8 KB Add to Briefcase
Guide to Business Ethics   PDF  580.9 KB Add to Briefcase
Audit Committee Relationship with Independent Auditor   PDF   50.7 KB Add to Briefcase
Disclosure Committee Charter   PDF   14.9 KB Add to Briefcase
Financial Complaint Procedures Policy HTML PDF   17.4 KB Add to Briefcase
Insider Trading Policy   PDF   26.1 KB Add to Briefcase


Recent SEC Filings
4 dankberg, mark d Jun 17, 2008 24.5 KB Add to Briefcase
4 miller, mark j Jun 11, 2008 24.9 KB Add to Briefcase
4 lay, b allen Jun 9, 2008 24.4 KB Add to Briefcase
4 hart, steven r May 30, 2008 26.7 KB Add to Briefcase
more »
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©2008 ViaSat, Inc.