SkyWest Airlines 2012 Annual Report Download - page 138

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Given the outstanding experience and qualifications the Company’s directors contribute to the
Board’s activities, the Company has implemented a number of practices designed to encourage effective
corporate governances. These practices, which are driven primarily by the Company’s Corporate
Governance Guidelines, include:
• the requirement that at least a majority of the Company’s directors meet the standards of
independence applicable to the Company;
• the election of a Lead Director, who is empowered to schedule and conduct meetings of the
independent directors, communicate with the Chairman of the Board, disseminate information to
the Board and raise issues with management on behalf of the independent directors when
appropriate;
• regular executive sessions of the Board and its committees, which are typically held in
conjunction with each regularly scheduled Board and committee meeting and include individual
sessions with representatives of the Company’s independent registered public accounting firm,
internal auditors and legal counsel; and
• annual performance evaluations of the Company’s Chief Executive Officer by the Nominating
and Corporate Governance Committee.
The Board believes no single leadership model is right for all companies at all times. The Board
recognizes that, depending on the circumstances, other leadership models, such as a separate
independent Chairman of the Board, may be appropriate. For approximately 17 years prior to
Mr. Atkin’s appointment as Chairman of the Board, the Company separated the positions for the
Chairman of the Board and the Chief Executive Officer. The independent directors and the
Nominating and Corporate Governance Committee regularly review the Company’s leadership structure
and, depending on the Company’s needs and the available resources, the Board may modify the
Company’s existing leadership structure.
Review and Access to Guidelines
The Nominating and Corporate Governance Committee reviews the Company’s Corporate
Governance Guidelines at least annually, then, as it deems appropriate, recommends amendments to
the Board.
Communications with the Board
Shareholders and other interested parties may communicate with one or more directors or the
non-management directors as a group in writing by regular mail. The following address may be used by
those who wish to send such communications by regular mail:
Board of Directors or Name of Individual Director(s)
c/o Chief Financial Officer and Treasurer
SkyWest, Inc.
444 South River Road
St. George, UT 84790
Code of Ethics
The Company has adopted a Code of Ethics for Directors and Senior Executive Officers, which is
available on the Company’s Web site, www.SkyWest.com. The Code of Ethics includes the following
principles related to the Company’s directors and executive officers:
• Act ethically with honesty and integrity;
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