GameStop 2004 Annual Report Download - page 42

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us, since their July 2002 combination with Robinson Silverman. Prior to that, Mr. Rosen was Chairman of
Robinson Silverman for more than the past Ñve years. Mr. Rosen is also a director of Barnes & Noble.
Leonard Riggio is a director and a member of the Nominating and Corporate Governance Committee.
Mr. Riggio was the Chairman of the Board of the Company or its predecessor companies from November
1996 until our initial public oÅering in February 2002. He has served as an executive oÇcer or director in the
video game industry since 1987. Mr. Riggio has been Chairman of the Board and a principal stockholder of
Barnes & Noble since its inception in 1986 and served as Chief Executive OÇcer from its inception in 1986
until February 2002. Since 1965, Mr. Riggio has been Chairman of the Board, Chief Executive OÇcer and the
principal stockholder of Barnes & Noble College Booksellers, Inc., one of the largest operators of college
bookstores in the country. Since 1985, Mr. Riggio has been Chairman of the Board and a principal beneÑcial
owner of MBS Textbook Exchange, Inc., one of the nation's largest wholesalers of college textbooks.
Stephanie M. Shern is a director and Chair of the Audit Committee. Mrs. Shern formed Shern
Associates LLC in February 2002 to provide business advisory and board services, primarily to publicly-held
companies. From May 2001 until February 2002, Mrs. Shern served as Senior Vice President and Global
Managing Director of Retail and Consumer Products for Kurt Salmon Associates. From 1995 until April
2001, Mrs. Shern was the Vice Chair and Global Director of Retail and Consumer Products for Ernst &
Young LLP and a member of Ernst & Young's Management Committee. Mrs. Shern is currently a director
and Chair of the Audit Committee of The Scotts/Miracle Gro Company, a director and Chair of the Audit
Committee and member of the Governance Committee of Nextel Communications, Inc., a director and
member of the Audit Committee of Royal Ahold, and a director and Chair of the Audit Committee of the
Vitamin Shoppe, Inc.
Gerald R. Szczepanski is a director and Chair of the Compensation Committee and a member of the
Audit Committee and the Nominating and Corporate Governance Committee. Mr. Szczepanski is currently
retired. Mr. Szczepanski was the co-founder, and, from 1994 to 2005, the Chairman and Chief Executive
OÇcer of Gadzooks, Inc., a publicly traded, specialty retailer of casual clothing and accessories for teenagers.
On February 3, 2004, Gadzooks, Inc. Ñled a voluntary petition under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Texas, Dallas Division
(Case No. 04-31486-11).
Edward A. Volkwein is a director and a member of the Audit Committee, the Compensation Committee
and the Nominating and Corporate Governance Committee. Mr. Volkwein is President and Chief Operating
OÇcer of Hydro-Photon, Inc., a water puriÑcation technology company. Prior to joining Hydro-Photon,
Mr. Volkwein had a broad marketing career beginning in brand management for General Foods and
Chesebrough-Ponds, Inc. He served as Senior Vice President Global Advertising and Promotion for Philips
Consumer Electronics and as Senior Vice President Marketing for Sega of America, where he was
instrumental in developing Sega into a major video game brand. Mr. Volkwein has also held senior executive
positions with Funk & Wagnalls and Prince Manufacturing.
Committees of the Board
The Board of Directors has three standing committees: an Audit Committee, a Compensation Commit-
tee and a Nominating and Corporate Governance Committee.
Audit Committee. The Audit Committee has the principal function of, among other things, reviewing
the adequacy of the Company's internal system of accounting controls, the appointment, compensation,
retention and oversight of the independent certiÑed public accountants, conferring with the independent public
accounting Ñrm concerning the scope of their examination of the books and records of the Company,
reviewing and approving related party transactions and considering other appropriate matters regarding the
Ñnancial aÅairs of the Company. In addition, the Audit Committee has established procedures for the receipt,
retention and treatment of conÑdential and anonymous complaints regarding the Company's accounting,
internal accounting controls and auditing matters. The board of directors has adopted a written charter setting
out the functions of the Audit Committee, a copy of which is available on the Company's website at
www.gamestop.com and is available in print to any stockholder who requests it, in writing to the Company's
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