Dollar General 2012 Annual Report Download - page 17

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change. In 2011, he was named ‘‘Retailer of the Year’’ by Mass Market Retailer.
Mr. Dreiling was also listed among Supermarket News ‘‘Power 50 Retailers’’ for 2011 and
2012 and named ‘‘CEO of the Year’’ by the Retail Leader in 2012.
•Ms. Fili-Krushel’s background increases the breadth of experience of our Board as a result
of her extensive executive experience overseeing the business strategy, philanthropy,
corporate social responsibility, human resources, recruitment, employee growth and
development, compensation and benefits, and legal functions at large public companies in
the media industry. In addition, her understanding of consumer behavior based on her
knowledge of viewership patterns and preferences will provide additional perspective to our
Board in understanding our customer base.
•Mr. Jones has 15 years of experience in governing private equity portfolio companies,
including over 5.5 years with Dollar General. His 19 years at Goldman, Sachs & Co. have
provided him with extensive understanding of corporate finance and strategic business
planning activities. In addition, his experience as a director of public companies outside of
the retail industry and his focus at Goldman Sachs on consumer and healthcare companies
enables Mr. Jones to contribute a different perspective to Board discussions.
•Mr. Rhodes has 18 years of experience in the retail industry, including extensive experience
in operations, supply chain and finance, among other areas. This background serves as a
strong foundation for offering invaluable perspective and expertise to our CEO and our
Board. In addition, his experience as a board chairman and chief executive officer of a
public retail company and as the former Chairman of the Retail Industry Leaders
Association provides leadership, consensus-building, strategic planning and budgeting skills,
as well as extensive understanding of both short- and long-term issues confronting the
retail industry. Mr. Rhodes also has a strong financial background.
•Mr. Rickard has held senior management and executive positions for much of his 38 years
in the corporate world. He has significant retail experience and a diverse retail industry
background, including experience serving on the board of another retail company. He also
has an extensive financial and accounting background, having served as the chief financial
officer of two public companies, including a large retailer. As a result, our Board has
determined that Mr. Rickard is an audit committee financial expert and has elected him to
serve as the Chairman of the Audit Committee. Mr. Rickard’s financial experience within
the retail industry also brings expertise and perspective to our Board’s discussions
regarding strategic planning and budgeting.
Acting upon the recommendation of the Nominating Committee and in accordance with the
shareholders’ agreement, our Board has concluded that these nominees possess the appropriate
experience, qualifications, attributes and skills to serve as directors of Dollar General and has
nominated these individuals to be elected by our shareholders at our annual meeting.
Can shareholders nominate directors?
The KKR Shareholders may nominate directors pursuant to the shareholders’ agreement
discussed above under ‘‘How are directors identified and nominated.’’ Other shareholders can nominate
directors by following the procedures outlined in our Bylaws. In short, the shareholder must deliver a
written notice to our Corporate Secretary at 100 Mission Ridge, Goodlettsville, TN 37072 for receipt
no earlier than the close of business on the 120th day and not later than the close of business on the
90th day prior to the first anniversary of the prior year’s annual meeting. However, if the meeting is
held more than 30 days before or more than 60 days after such anniversary date, the notice must be
received no earlier than the close of business on the 120th day and not later than the close of business
on the 90th day prior to the date of such annual meeting. If the first public announcement of the
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