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NACD Directorship 100
NACD Record Retention Policy
The National Association of Corporate Directors (NACD) shall retain records for the period of their immediate or current use unless longer retention is necessary for historical reference or to comply with contractual or legal requirements. Records and documents outlined in this policy include paper, electronic files (including e-mail), and voicemail records regardless of where the document is stored, including network servers, desktop or laptop computers and handheld computers and other wireless devices with text messaging capabilities. If any two or more retention periods below conflict, the records and documents must be retained for the greatest retention period among those conflicting. For records or documents where the applicable retention period has expired, such records or documents must be disposed of and destroyed in a secure and confidential manner.
NATIONAL ASSOCIATION OF CORPORATE DIRECTORS
RECORD RETENTION AND DOCUMENT DESTRUCTION POLICY
The National Association of Corporate Directors (NACD) shall retain records for the period of their immediate or current use unless longer retention is necessary for historical reference or to comply with contractual or legal requirements. Records and documents outlined in this policy include paper, electronic files (including e-mail), and voicemail records regardless of where the document is stored, including network servers, desktop or laptop computers and handheld computers and other wireless devices with text messaging capabilities. If any two or more retention periods below conflict, the records and documents must be retained for the greatest retention period among those conflicting. For records or documents where the applicable retention period has expired, such records or documents must be disposed of and destroyed in a secure and confidential manner.
In accordance with 18 U.S.C. Section 1519 and the Sarbanes Oxley Act, NACD shall not knowingly destroy a document with the intent to obstruct or influence an “investigation or proper administration of any matter within the jurisdiction of any department agency of the United States . . . or in relation to or contemplation of such matter or case." If an official investigation is underway or even suspected, document purging must stop in order to avoid criminal obstruction. In addition, from time to time, NACD’s general counsel may direct the staff and/or Board of Directors to cease any document destruction (or destruction for certain categories of documents), in which case such document destruction shall cease until the general counsel lifts the restriction.
All employees, directors, officers, personnel, and other agents and representatives of NACD are subject to, and expected to comply with the terms of, this Policy. Any violation or breach of this Policy may result in disciplinary action, including possible termination of employment with NACD or criminal prosecution for federal obstruction of justice. Any known or suspected violation of this policy may be reported by following the procedures established by the NACD Whistleblower Protection Policy. NACD will not allow any retaliation against an employee, director, officer, agent, or representative who acts in good faith in reporting any such violation or suspected violation. All questions regarding the retention or destruction of specific documents or records should be directed to NACD’s general counsel.
In order to eliminate accidental or innocent destruction, NACD has the following document retention policy:
| Type of Document | Retention Period |
| Accounts receivable and payable ledgers and schedules | 7 years |
| Annual audited financial statements, audit reports, general ledgers, internal audit reports, trial balance journals | Permanently |
| Articles of Incorporation, Charter, Bylaws, minutes, and other incorporation records | Permanently |
| Bank reconciliation | 7 years |
| Bank statements, deposit records, electronic fund transfer documents, and cancelled checks | 7 years |
| Certification exam booklets, answer sheets and related administration materials | 1 year maximum or until the appeals process, if any, is concluded |
| Certification exam development documents | 7 years |
| Certification exam records | Permanently |
| Charitable contribution records | 7 years after date relevant tax return filed |
| Chart of accounts | Permanently |
| Contracts, mortgages, notes, and leases (still in effect) | Permanently while in effect |
| Contracts, mortgages, notes, and leases (expired) | At least 5 years |
| Correspondence (general) | Correspondence that does not pertain to documents having a prescribed retention period should generally be discarded sooner. Not all emails need to be retained, but those that do pertain to documents having a prescribed retention period should be retained for the prescribed period. |
| Correspondence (legal matters) | Permanently or at least 7 years after disposition of any matter |
| Correspondence (with customers and vendors) pertaining to contracts, patents, bills of sale, permits, etc. | Life of supporting document |
| Depreciation schedules | Permanently |
| Employment applications | 3 years from making the record or taking the personnel action |
| Employee handbooks, training manuals | 3 years after superseded |
| Garnishments | 7 years |
| Insurance claims files (including correspondence, medical records, injury documentation, etc.) | 10 years after close of matter or last correspondence or contact with claimant |
| Insurance policies, records, releases, and settlements | Permanently |
| Inventory records | 7 years |
| Invoices (to customers, from vendors), purchase orders, pricing quotes, etc. | As long as contract is in effect + 5 years |
| Loan documents and notes | Permanently |
| Payroll tax forms including W-2, W-4, W-9, W-8BEN, and 1099 forms and statements | Permanently |
| Personnel files (employee demographic information and compensation records) | 7 years |
| Personnel files (I-9’s) | 3 years after date of hire or 1 year after termination |
| Personnel files (payroll records and summaries including records related to employee’s leave) | 7 years |
| Personnel files (terminated employees) | 7 years after termination |
| Retirement and pension records including Summary Plan Descriptions (ERISA) | Permanently |
| Tax Returns, including Form 990, Form 990-T, state tax returns and worksheets, and other documentation relating to determination of income tax liability | Permanently |
| Timesheets | 7 years |
| Trademark registrations and copyrights | Permanently (if not maintained electronically by the US PTO or outside counsel) |
| Workers Compensation documentation | 10 years after 1st closure |