Walmart 2014 Annual Report Download - page 16

Walmart’s strength as a retailer has continued through more
than ve decades of economic change and retail industry
transformation. It’s a remarkable record, based on our unique
ability to deliver on our purpose for customers, the strength
of our culture and the foundation of strong governance by
our Board of Directors. All of this together allows Walmart to
improve shareholder value.
Our Board is more diverse than most public company boards,
with broad global business expertise ranging from technology
to retail, and nance to compliance. Our directors’ diverse per-
spectives and experiences provide the support and foundation
for our management team, as they rene our business strategy
for changing customer needs.
Walmart’s Board views succession planning as a critical
responsibility, and it’s a topic upon which the company has
spent considerable time and eort. This diligence has served
shareholders well, as we’ve added talented new directors over
the past few years. And, we were very pleased to name Doug
McMillon to our Board and as Walmart’s new CEO following
Mike Duke’s retirement.
Stability and high governance standards. Doug becomes
only the fourth CEO of Walmart since Dad separated the roles
of Chairman and CEO in 1988. That, too, is a remarkable record
of stability and the high governance standards established by
our Board. Doug is a superb choice to lead Walmart. He has
grown up in the company – starting as an hourly associate in
one of our distribution centers at the age of 17. After complet-
ing his MBA program, Doug began what is now a 23-year record
of eective leadership that has prepared him to serve as CEO.
He keenly understands everything Walmart – people, our core
operations, opportunities and challenges at a fundamental level.
Doug is deeply grounded in Walmart’s culture, including the
importance of “staying out in front of change,” as Dad used to
say. I’m condent that Doug’s leadership will provide Walmart
a bright and robust future.
Mike served exceptionally well as CEO for the past ve years,
and his contributions to Walmart over his 18-year career are
many. In each leadership role, Mike demonstrated integrity in
dealing with tough issues, displayed the greatest character and
consideration for people, and had a steely determination to do
the right thing for our associates, shareholders and the com-
munities we serve. Among Mike’s signature contributions as
CEO was his commitment to investing in our global e-commerce
business, critical for Walmart’s long-term growth. In addition,
Mike’s passion for increasing productivity re-engaged the
company in leveraging expenses so that we can lower prices
for our customers. Mike is a terric leader, and I’m extremely
pleased that we’ll continue to benefit from his insight as a
member of our Board.
A commitment to board independence. Our family is proud
to have a representation in guiding Walmart’s future, but we’re
committed to independent board governance. Today, 10 of
our 16 incumbent directors are independent. These men and
women are dedicated to serving shareholders. In fact, our
directors attended 97 percent of Board and committee meet-
ings in scal 2014. They challenge management on delivering
business objectives and employing strategies to win in this
shifting global retail landscape. And the Board consistently
evaluates steps to strengthen governance. Since my letter to
you last year, we increased the stock ownership guidelines
for our CEO and certain executive ocers to further align their
interests with long-term shareholder value. We also amended
Walmart’s bylaws to allow shareholders owning at least
10 percent of outstanding shares to request a special shareholders’
meeting. In addition, Dr. James Cash was appointed Presiding
Director, bringing tremendous experience from his service on
Walmart’s and other boards. And, reecting our commitment to
independence, the Board amended our Corporate Governance
Guidelines to clarify and expand the roles and responsibilities
of the Presiding Director.
Our Board also has overseen signicant enhancements to our
global compliance program. For more details on this progress,
I encourage you to review “Walmart’s Global Compliance
Program: Report on Fiscal Year 2014,” on our website at
stock.walmart.com. You can also review our proxy statement
for further details about our board members, governance
structure and executive compensation.
In closing, Dad woke up every day trying to make things better,
and was never satised when they were good or even great.
Today, that passion for continuous improvement remains
thoroughly embedded in Walmart, and especially in our new
CEO. With an enduring commitment to strong corporate
governance and effective leaders to chart our course, I’m
condent that our remarkable story of progress will continue.
S. Robson Walton
Chairman of the Board of Directors
Wal-Mart Stores, Inc.
Strong governance:
a commitment
that endures