Dollar General 2014 Annual Report Download - page 21

Proxy
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
provides additional perspective to our Board in understanding our customer base.
Ms. Price brings broad experience across finance, general management and strategy gained
from her service in senior executive and management positions at major corporations across several
industries, including as Chief Financial Officer of Ahold USA before her retirement in 2014.
Ms. Price’s numerous years of experience as a certified public accountant, former Chief Financial
Officer and former Chief Accounting Officer provide our Board with valuable experience and insight
into accounting and finance matters, and consequently, our Board has determined that Ms. Price is an
audit committee financial expert. She also brings to our Board a valuable perspective as a member of
the faculty at Harvard Business School and from her service as a board member of several public
companies.
Mr. Rhodes has 20 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 RILA 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 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 Nominating Committee’s recommendation, and after concluding that these
nominees possess the appropriate experience, qualifications, attributes and skills, our Board has
unanimously nominated these individuals to be elected by our shareholders at our annual meeting.
Can shareholders nominate directors?
Yes. 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 annual meeting date is less than 100 days prior to the
date of such annual meeting, the notice must be received by the 10th day following the public
announcement date.
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