Humana 2009 Annual Report Download - page 123

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of the Exchange Act, as soon as reasonably practicable after we electronically file such material with, or furnish
it to, the SEC. Also available on our Internet web site is information about our Board of Directors, including:
• a determination of independence for each member;
• the name, membership, role, and charter of each of the various committees of our Board of Directors;
• the name(s) of the directors designated as a financial expert under rules and regulations promulgated by
the SEC;
• the process for designating a lead director to act at executive sessions of the non-management directors;
• the pre-approval process of non-audit services provided by our independent accountants;
• our by-laws and Certificate of Incorporation;
• our Majority Vote policy;
• our Related Persons Transaction Policy;
• the process by which interested parties can communicate with directors;
• the process by which stockholders can make director nominations (pursuant to our By-laws);
• our Corporate Governance Guidelines;
• our Insider Trading Policy;
• stock ownership guidelines for directors and for executive officers;
• the Humana Inc. Principles of Business Ethics and any waivers thereto; and
• the Code of Ethics for the Chief Executive Officer and Senior Financial Officers and any waivers
thereto.
Any waivers or amendments for directors or executive officers to the Humana Inc. Principles of Business
Ethics and the Code of Ethics for the Chief Executive Officer and Senior Financial Officers will be promptly
displayed on our web site. Additional information about these items can be found in, and is incorporated by
reference to, our Proxy Statement for the Annual Meeting of Stockholders scheduled to be held on April 20,
2010.
Material Changes to the Procedures by which Security Holders May Recommend Nominees to the Registrant’s
Board of Directors
None.
Audit Committee Financial Expert
The information required by this Item is herein incorporated by reference from our Proxy Statement for the
Annual Meeting of Stockholders scheduled to be held on April 20, 2010 appearing under the caption “Corporate
Governance-Audit Committee” of such Proxy Statement.
Audit Committee Composition and Independence
The information required by this Item is herein incorporated by reference from our Proxy Statement for the
Annual Meeting of Stockholders scheduled to be held on April 20, 2010 appearing under the caption “Corporate
Governance-Committee Composition” of such Proxy Statement.
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