Ingredients group NutraCea has expanded its board from seven to nine directors in a bid to enhance corporate governance.

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The company intends to fill these positions immediately and has begun its search for experienced and independent candidates to strengthen the board.


The board also intends to proceed with a “renewal process” aimed at “adding new talent and experience” to the board. As part of this, the company will replace two of its six independent directors at or before the 2010 annual shareholders meeting.


“This process is intended to result in a majority of new directors on the company’s board within the next 12 months,” the group said in a statement.


NutraCea has also hired a special counsel to review all corporate governance matters and advise on how to achieve corporate governance best practice.

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The compensation arrangements for its board members, chairman, committee chairs and interim CEO – who also serves on the board – have been modified with immediate effect.


Under the new arrangement, board members will forego cash compensation for all of 2009 and instead receive stock option grants. In this way, the company said that it would “more directly” aligning the board’s compensation with the interests of the company’s shareholders.