Dollar General 2010 Annual Report Download - page 18

Proxy
What particular experience, qualifications, attributes or skills led the Board of Directors to conclude
that each nominee should serve as a director of Dollar General?
Our Board of Directors believes that each of this year’s nominees is in a position to devote an
adequate amount of time to the effective performance of director duties and has concluded that each
nominee possesses the minimum qualifications identified under ‘‘How are nominees evaluated; what are
the minimum qualifications’’ above. In considering the Board as a whole, the Board has determined
that this year’s nominees complement each other, meet the Board’s skill needs, and represent diverse
experience at policy-making levels in areas relevant to our business.
In addition, the Board believes that the nominees possess the following experience,
qualifications, attributes and skills and considered the following in determining that the nominees
should serve as directors of Dollar General:
•Mr. Dreiling. Mr. Dreiling brings to Dollar General over 40 years of retail experience at all
operating levels. He provides a unique perspective regarding our industry as a result of his
experience progressing through the ranks within various retail companies. Mr. Dreiling also
has a thorough understanding of all key areas of our business as a result of his experience
overseeing the operations, marketing, manufacturing and distribution functions of other retail
companies. In addition, Mr. Dreiling’s service in leadership and policy-making positions of
other companies in the retail industry has provided him with the necessary leadership skills to
effectively guide and oversee the direction of Dollar General and with the consensus-building
skills required to lead our management team and our Board. Moreover, during the more
than 3 years that Mr. Dreiling has served as our CEO, he has gained a thorough
understanding of our operations and has managed us through significant change.
•Mr. Agrawal. Mr. Agrawal, who was nominated by the KKR Shareholders pursuant to the
shareholders’ agreement, has 10 years of experience in managing and analyzing companies
owned by private equity companies, including over 3.5 years with Dollar General. He has a
strong understanding of corporate finance and strategic business planning activities. While
serving as a member of KKR’s Retail and Energy industry teams, he gained significant
experience advising retail companies. In addition, his experience as a director of companies
outside the retail industry enables Mr. Agrawal to contribute a different perspective to Board
discussions. Mr. Agrawal also has invaluable risk assessment experience.
•Mr. Bryant. Mr. Bryant has over 40 years of retail experience, including experience in
marketing, merchandising, operations and finance. His substantial experience in leadership
and policy-making roles at other retail companies provides him with an extensive
understanding of our industry, as well as with valuable executive management skills and the
ability to effectively advise our CEO. As a former board chairman and as the chairman of the
governance and nominating committee of another public company, Mr. Bryant also possesses
leadership experience in the area of corporate governance. As a result, our Board has chosen
Mr. Bryant to preside over the executive sessions of our independent directors. Mr. Bryant
obtained his B.S. from Cal State University in 1971 and his MBA from Azuza Pacific
University in 1982. He also completed a Harvard University Finance Course in 1995.
•Mr. Calbert. Mr. Calbert, who was nominated by the KKR Shareholders pursuant to the
shareholders’ agreement and who has served on our Board for over 3.5 years, has
considerable experience in managing private equity portfolio companies and is familiar with
corporate finance and strategic business planning activities. As the head of KKR’s Retail
industry team, Mr. Calbert has a strong background and extensive experience in advising and
managing companies in the retail industry, including evaluating business strategies, financial
plans and structures, and management teams. Mr. Calbert also has a significant financial and
accounting background evidenced by his prior experience as the chief financial officer of a
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