Best Buy 2009 Annual Report Download - page 9

regarding the committees’ composition, purpose and Compensation and Human Resources Committee. This
responsibilities. Paper copies of these documents are committee discharges the Board’s responsibilities related
available to shareholders free of charge upon request. to executive officer and director compensation, including
the establishment of our executive and director
The Board has determined that all members of the Audit compensation philosophies, and evaluation of our CEO.
Committee, Compensation and Human Resources This committee also oversees the development and
Committee, and Nominating, Corporate Governance evaluation of, and approves, equity-based and other
and Public Policy Committee are independent directors incentive compensation and other employee benefit
as defined under the SEC and NYSE corporate plans of a compensatory nature, and oversees our
governance rules, as applicable. human capital policies and programs.
The Board committees have responsibilities as follows:
Nominating, Corporate Governance and Public Policy
Audit Committee. This committee discharges the Committee. This committee discharges the Board’s
Board’s oversight responsibility to Best Buy’s responsibilities related to general corporate governance,
shareholders and the investment community regarding: including Board organization, membership, training and
(i) the integrity of our financial statements and financial evaluation. It also reviews and recommends to the
reporting processes; (ii) our internal accounting systems Board corporate governance principles, presents
and financial and operational controls; (iii) the qualified individuals for election to the Board, and
qualifications and independence of our independent oversees the evaluation of the performance of the Board
registered public accounting firm; (iv) the performance and its committees. Finally, this committee oversees
of our internal audit function and our independent matters of public policy and social responsibility that
registered public accounting firm; and (v) our affect us domestically and internationally. For additional
compliance with ethics programs, including our Code of information regarding our director nomination process,
Business Ethics, and legal and regulatory requirements. see Director Nomination Process on page 10.
In carrying out these duties, this committee maintains Finance and Investment Policy Committee. This
free and open communication between the Board, our committee advises the Board regarding our financial
independent registered public accounting firm, our policies and financial condition to help enable us to
internal auditors and management. This committee achieve our long-range goals. It evaluates and monitors
meets with management, our internal audit staff and our the: (i) protection and safety of our cash and
independent registered public accounting firm at least investments; (ii) achievement of reasonable returns on
quarterly. In addition, this committee conducts quarterly financial assets within acceptable risk tolerance;
conference calls with management and our independent (iii) maintenance of adequate liquidity to support our
registered public accounting firm prior to our earnings activities; (iv) assessment of the cost and availability of
releases to discuss the results of our independent capital; and (v) alignment of our strategic goals and
registered public accounting firm’s quarterly reviews and financial resources.
fiscal year-end audit.
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