The Committee’s nomination process for stockholder-recommended candidates and all other candidates is designed to ensure that the Committee fulfills its responsibility to recommend candidates that are properly qualified to serve ACCO Brands for the benefit of all of its stockholders, consistent with the standards established by the Committee under the ACCO Brands’ Corporate Governance Principles.

Director Compensation — ACCO Brands Corporation

Cash Compensation . Each non-employee director of ACCO Brands is paid an annual fee of $60,000 for services as a director. Mr. Hargrove receives an additional $12,000 for service as chairperson of the Audit Committee and each of Messrs. Leroy and Lohman receive an additional $6,000 for service as a chairperson of the Compensation Committee and Corporate Governance and Nominating Committee, respectively.

For the period beginning on August 17, 2005 (the date our spin-off and the Merger was completed) through December 31, 2005, each non-employee director received a cash retainer of $22,521 for services as a director. During the same period, Mr. Hargrove received an additional $4,504 cash retainer for his services as chairperson of the Audit Committee, and Messrs. Lohman and Leroy each received an additional $2,252 cash retainer as chairpersons of their respective committees.

9

Insurance . Directors traveling on company business are covered by our business travel accident insurance policy which generally covers all of our employees and directors.

Equity-based Compensation for Non-employee Directors . Each non-employee director is eligible to receive a $60,000 annual restricted stock unit grant under our 2005 Long-term Incentive Plan. Under the terms of the plan and each individual director’s restricted stock unit award agreement, each restricted stock unit represents the right to receive one share of our common stock and is fully vested and nonforfeitable on the date of grant. The payment of all restricted stock units to non-employee directors are deferred under our Deferred Compensation Plan for Directors (the “Deferred Plan”), which provides that such awards are payable within 30 days after the conclusion of service as a director or immediately upon a change of control of ACCO Brands. Directors holding deferred restricted stock units are credited with additional restricted stock units based on the amount of any dividend paid by ACCO Brands.

Upon filing a timely election, a director may also elect to defer the cash portion of his or her compensation under the Deferred Plan. In such an event the director can choose to have his deferral account credited in either or both of a phantom fixed income or phantom stock unit account. The phantom stock unit account would correspond to the value of, and the dividend rights associated with, an equivalent number of shares of ACCO Brands’ common stock. The balance in a phantom account, upon the conclusion of service as a director or upon a change in control, would be paid to the director in either a lump sum cash distribution or a lump sum distribution of shares of ACCO Brands’ common stock, as the director may elect. Our obligation to redeem a phantom account is unsecured and is subject to the claims of our general creditors.

Director Compensation — General Binding Corporation

Messrs. Bayly, Hargrove and Schneider all served on the Board of Directors of GBC up to the time of the Merger. In addition to their regular board service, each of them served on a special board committee that negotiated the terms of the transactions that resulted in the Merger. For their services to GBC in those capacities during 2005, the following amounts were earned by Messrs. Bayly, Hargrove and Schneider:

Section 16(a) Beneficial Ownership Reporting Compliance

Each director and executive officer of ACCO Brands who is subject to Section 16 of the Exchange Act is required to file with the SEC reports regarding their ownership and changes in ownership of our equity securities. Reports received by ACCO Brands indicate that all these directors and executive officers have filed all requisite reports with the SEC on a timely basis during or for 2005.

10

There is no family relationship between any of the above named officers. All officers are elected for one-year terms by the Board of Directors or until re-elected.