Dollar General 2009 Annual Report Download - page 125

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under ‘‘Proposal 1: Election of Directors,’’ as well as ‘‘Corporate Governance—Does the Board have
standing Audit, Compensation, and Nominating Committees,’’ all in our definitive Proxy Statement to
be filed for our 2010 Annual Meeting of Shareholders to be held on June 3, 2010 (the ‘‘2010 Proxy
Statement’’), which information under such captions is incorporated herein by reference. Information
required by this Item 10 regarding our executive officers is contained in Part I of this Form 10-K under
the caption ‘‘Executive Officers of the Registrant,’’ which information under such caption is
incorporated herein by reference.
(b) Compliance with Section 16(a) of the Exchange Act. Information required by this Item 10
regarding compliance with Section 16(a) of the Exchange Act is contained under the caption
‘‘Section 16(a) Beneficial Ownership Reporting Compliance’’ in the 2010 Proxy Statement, which
information under such caption is incorporated herein by reference.
(c) Code of Business Conduct and Ethics. We have adopted a Code of Business Conduct and
Ethics that applies to all of our employees, officers and Board members. This Code is posted on our
Internet website at www.dollargeneral.com. If we choose to no longer post such Code, we will provide a
free copy to any person upon written request to Dollar General Corporation, c/o Investor Relations
Department, 100 Mission Ridge, Goodlettsville, TN 37072. We intend to provide any required
disclosure of an amendment to or waiver from the Code of Business Conduct and Ethics that applies to
our principal executive officer, principal financial officer, principal accounting officer or controller, or
persons performing similar functions, on our Internet website located at www.dollargeneral.com
promptly following the amendment or waiver. We may elect to disclose any such amendment or waiver
in a report on Form 8-K filed with the SEC either in addition to or in lieu of the website disclosure.
The information contained on or connected to our Internet website is not incorporated by reference
into this Form 10-K and should not be considered part of this or any other report that we file with or
furnish to the SEC.
(d) Procedures for Shareholders to Nominate Directors. Information required by this Item 10
regarding material changes to the procedures by which shareholders may recommend nominees to our
Board of Directors is contained under the captions ‘‘—How are directors identified and nominated,’’
‘‘—How are nominees evaluated; what are the minimum qualifications’’ and ‘‘—Can shareholders
nominate directors,’’ all under ‘‘Proposal 1: Election of Directors’’ in the 2010 Proxy Statement, which
information under such captions is incorporated herein by reference.
(e) Audit Committee Information. Information required by this Item 10 regarding our audit
committee and our audit committee financial expert is contained under the captions ‘‘Corporate
Governance—Does the Board have standing Audit, Compensation and Nominating Committees’’ and
‘‘—Does Dollar General have an audit committee financial expert serving on its Audit Committee’’ in
the 2010 Proxy Statement, which information under such captions is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item 11 regarding director and executive officer compensation,
including the Compensation Committee Report, the risks arising from our compensation policies and
practices for employees, and compensation committee interlocks and insider participation is contained
under the captions ‘‘Director Compensation’’ and ‘‘Executive Compensation’’ in the 2010 Proxy
Statement, which information under such captions is incorporated herein by reference.
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