Intel 2002 Annual Report Download - page 19

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•
A substantial majority of the members of the Board are independent directors, as defined in the applicable rules for NASDAQ*
-
traded issuers. Independent directors do not receive consulting, legal or other fees from Intel other than Board compensation.
Because it is not possible to anticipate or explicitly categorize all potential conflicts of interest that may affect independence, the
Board is also responsible to affirmatively determine that each independent director has no other material relationship with Intel or
its affiliates or any executive officer of Intel or his or her affiliates. A relationship will be considered "material" if in the judgment
of the Board it would interfere with the director's independent judgment.
• Members of the Board must act at all times in accordance with the requirements of Intel's Corporate Business Principles, which
are applicable to each director in connection with his or her activities relating to Intel. This obligation includes adherence to Intel's
policies with respect to conflicts of interest, confidentiality, protection of Intel's assets, ethical conduct in business dealings, and
respect for and compliance with applicable law. Any waiver of the requirements of the Corporate Business Principles with respect
to any individual director is reported to, and subject to the approval of, the Board of Directors.
•
Directors stand for reelection every year. Independent directors may not stand for reelection after age 72, and employee directors,
other than former Chief Executive Officers, may not stand for reelection after age 65.
•
The Board's general policy, based on experience, is that the positions of Chairman of the Board and Chief Executive Officer
should be held by separate persons as an aid in the Board's oversight of management.
• The Board appoints members of Board committees.
• The Audit, Compensation, Corporate Governance and Nominating Committees consist entirely of independent directors.
• At least annually, the Board reviews Intel's strategic long-
range plan, business unit initiatives, capital projects and budget matters.
•
The Board has established the position of Lead Independent Director, which is currently held by Dr. Yoffie. Independent directors
meet on a regular basis apart from other Board members and
19
management representatives, and the Lead Independent Director is responsible for setting the agenda and running the meetings.
• At least annually, the Board evaluates the performance of the Chief Executive Officer and other senior management personnel.
• The Chief Executive Officer periodically reports to the Board on succession planning and management development.
• The Board has a process whereby the Board and its members are subject to periodic self-evaluation and self-assessment.
•
Incentive compensation plans for executives link pay directly and objectively to measured financial goals set in advance by the
Compensation Committee.
20
ITEM 2. PROPERTIES
At December 28, 2002, we owned the major facilities described below:
No. of
Bldgs.
Location
Total Sq. Ft.
Use
121 United States
27,130,000
Executive and administrative offices, wafer fabrication, research and development,
sales and marketing, computer and service functions, e-Commerce data center
services, boards and systems manufacturing, and warehousing.
8
Ireland
2,919,000
Wafer fabrication, warehousing and administrative offices.
15
Israel (A)
1,909,000
Wafer fabrication, research and development, warehousing and administrative
offices.
12
Malaysia (B)
1,824,000
Components assembly and testing, boards and systems manufacturing, research and
development, warehousing and administrative offices.
5
Philippines
(C)
1,518,000
Components assembly and testing, warehousing and administrative offices.
4
Costa Rica
863,000
Components assembly and testing, warehousing and administrative offices.
4
People's Republic of
China
(D)
685,000
Components assembly and testing, research and development and administrative
offices.
1
India
200,000
Sales and marketing, research and development and administrative offices.