Dell 2009 Annual Report Download - page 106

Download and view the complete annual report

Please find page 106 of the 2009 Dell annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 126

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126

Table of Contents
PART III
ITEM 10 — DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
See "Part I — Item 1 — Executive Officers of Dell" for information about our executive officers, which is incorporated by reference in
this Item 10. Other information required by this Item 10 is incorporated herein by reference to our definitive proxy statement for our 2010
annual meeting of stockholders, referred to as the "2010 proxy statement," which we will file with the SEC on or before 120 days after
our 2010 fiscal year-end, and which will appear in the 2010 proxy statement under the captions "Proposal 1 — Election of Directors" and
"Additional Information — Section 16(a) Beneficial Ownership Reporting Compliance."
We have adopted a code of ethics applicable to our principal executive officer and other senior financial officers, who include our
principal financial officer, principal accounting officer or controller, and persons performing similar functions. The code of ethics, which
we refer to as our Code of Conduct, is available on our Internet website at www.dell.com. To the extent required by SEC rules, we intend
to disclose any amendments to this code and any waiver of a provision of the code for the benefit of our principal executive officer,
principal financial officer, principal accounting officer or controller, or persons performing similar functions, on our website within four
business days following any such amendment or waiver, or within any other period that may be required under SEC rules from time to
time.
ITEM 11 — EXECUTIVE COMPENSATION
Information required by this Item 11 is incorporated herein by reference to the 2010 proxy statement, including the information in the
2010 proxy statement appearing under the captions "Proposal 1 — Election of Directors — Director Compensation" and "Executive
Compensation."
ITEM 12 — SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
Information required by this Item 12 is incorporated herein by reference to the 2010 proxy statement, including the information in the
2010 proxy statement appearing under the captions "Stock Ownership" and "Executive Compensation — Equity Compensation Plans."
ITEM 13 — CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information required by this Item 13 is incorporated herein by reference to the 2010 proxy statement, including the information in the
2010 proxy statement appearing under the captions "Proposal 1 — Elections of Directors" and "Additional Information — Certain
Relationships and Related Transactions."
ITEM 14 — PRINCIPAL ACCOUNTING FEES AND SERVICES
Information required by this Item 14 is incorporated herein by reference to the 2010 proxy statement, including the information in the
2010 proxy statement appearing under the captions "Proposal 2 — Ratification of Independent Auditor."
102