Corporate Governance

The Board of Directors (the “Board”) of NMI Holdings, Inc. (the “Company”) oversees the management of the Company and our business.  The Board selects our Chief Executive Officer and in conjunction with our Chief Executive Officer selects the rest of our senior management team, which is responsible for operating our business.

Board Leadership

Bradley M. Shuster serves as Chairman of the Board and Chief Executive Officer. 
Because the Board also believes that strong, independent Board leadership is a critical aspect of effective corporate governance, the Board has established the position of Lead Director.  The Lead Director is an independent director selected by the independent directors.  Steven L. Scheid has served as the Lead Director since the position was established in May 2012.  The Lead Director’s responsibilities include:

  • acting as the primary contact between the Company and the independent directors, undertaking to meet or confer periodically with members of the Company's executive team regarding matters related to the business of the Company;
  • assisting the Chairman of the Board, as necessary with conducting Board meetings;
  • preparing agenda items for meetings of the Board and any committees thereof; and
  • such other duties as the Board may from time to time assign to the Lead Director.

The Board believes that a single leader serving as Chairman and Chief Executive Officer, together with an experienced and engaged Lead Director, is the most appropriate leadership structure for the Board and the Company at this time.

Communicating with the Board

Stockholders may communicate with the members of the Board, the Lead Director or the non-management members of the Board as a group, by sending a written communication to NMI Holdings, Inc., Attention: Secretary, 2100 Powell Street, 12th Floor, Emeryville, CA 94608.

Board Committees

The Board has four committees: Audit; Compensation; Governance and Nominating; and Risk.

Document View
Corporate Governance Guidelines, Effective September 14, 2017 PDF  103.9 KB Add to Briefcase
Articles of Incorporation, Effective March 5, 2012 PDF  664.0 KB Add to Briefcase
Bylaws, Effective December 4, 2014 PDF  128.5 KB Add to Briefcase
Audit Committee Charter, Effective May 12, 2016 PDF   67.0 KB Add to Briefcase
Risk Committee Charter, Effective May 11, 2017 PDF   52.5 KB Add to Briefcase
Compensation Committee Charter, May 12, 2016 PDF   64.8 KB Add to Briefcase
Governance and Nominating Committee Charter, Effective May 12, 2016 PDF   63.5 KB Add to Briefcase
Business Conduct and Ethics Policy, Effective November 9, 2017 *
* Amended to include administrative and other updates, including clarifications to:
• employees' obligation to preclear certain outside activities; and
• equal opportunity provision.
PDF  247.2 KB Add to Briefcase


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