PG&E 2007 Annual Report Download - page 144

142
PERMANENT COMMITTEES OF THE BOARDS OF DIRECTORS OF
PG&E CORPORATION AND PACIFIC GAS AND ELECTRIC COMPANY(1)
EXECUTIVE COMMITTEES
Subject to certain limits, may exercise the powers and perform
the duties of the Boards of Directors.
Peter A. Darbee, Chair
David A. Coulter
C. Lee Cox
Maryellen C. Herringer
Mary S. Metz
William T. Morrow (1)
Barry Lawson Williams
AUDIT COMMITTEES
Review  nancial and accounting practices, internal controls,
external and internal auditing programs, business ethics, and
compliance with laws, regulations, and policies that may have a
material impact on the Consolidated Financial Statements.
Satisfy themselves as to the independence and competence of
the independent registered public accounting  rm, select and
appoint the independent registered public accounting  rm to
audit PG&E Corporation’s and Paci c Gas and Electric
Company’s accounts and internal control over  nancial reporting,
and pre-approve all audit and non-audit services provided by
the independent registered public accounting  rm.
Barry Lawson Williams, Chair
David R. Andrews
Maryellen C. Herringer
Mary S. Metz
COMPENSATION COMMITTEE
Reviews employment, compensation, and bene ts policies and
practices. Recommends compensation for directors and the
chief executive o cers of PG&E Corporation and Paci c Gas
and Electric Company. Reviews and approves compensation for
other senior o cers. Oversees the development, selection, and
compensation of policy-making o cers, and reviews long-range
planning for o cer development and succession.
C. Lee Cox, Chair
David A. Coulter
Barbara L. Rambo
Barry Lawson Williams
FINANCE COMMITTEE
Reviews  nancial and capital investment policies and objectives
and speci c actions required to achieve those objectives;
long-term  nancial and investment plans and strategies; annual
 nancial plans; dividend policy; short-term and long-term
 nancing plans; proposed capital projects; proposed divestitures;
strategic plans and initiatives; major commercial and investment
banking,  nancial consulting, and other  nancial relationships;
and risk management activities. Annually reviews a  ve-year
 nancial plan that incorporates PG&E Corporation’s business
strategy goals, as well as an annual budget that re ects elements
of the approved  ve-year plan.
David A. Coulter, Chair
Leslie S. Biller
C. Lee Cox
Barbara L. Rambo
Barry Lawson Williams
NOMINATING AND GOVERNANCE COMMITTEE
Recommends candidates for nomination as directors and
reviews the composition and performance of the Boards of
Directors. Recommends the chairmanship and membership of
committees of the Boards of Directors, and the nominees for lead
director. Reviews corporate governance matters, including the
Corporate Governance Guidelines of PG&E Corporation and
Paci c Gas and Electric Company.
Maryellen C. Herringer, Chair
David R. Andrews
Richard A. Meserve
Barbara L. Rambo
PUBLIC POLICY COMMITTEE
Reviews public policy and corporate responsibility issues that
could signi cantly a ect the interests of customers, sharehold-
ers, or employees; policies and practices with respect to those
issues, including but not limited to improving the quality of the
environment, charitable activities, and equal opportunity; and
signi cant societal, governmental, and environmental trends and
issues that may a ect operations.
Mary S. Metz, Chair
David R. Andrews
Leslie S. Biller
Richard A. Meserve
(1) Except for the Executive and Audit Committees, all committees listed
above are committees of the PG&E Corporation Board of Directors.
The Executive and Audit Committees of the PG&E Corporation
and Pacifi c Gas and Electric Company Boards have the same members,
except that William T. Morrow is a member of the Pacifi c Gas and
Electric Company Executive Committee only.