Symantec 2011 Annual Report Download - page 18
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BOARD COMMITTEES AND THEIR FUNCTIONS
There are three primary committees of the Board: the Audit Committee, Compensation Committee and
Nominating and Governance Committee. The Board has delegated various responsibilities and authorities to these
different committees, as described below and in the committee charters. The Board committees regularly report on
their activities and actions to the full Board. Each member of the Audit Committee, Compensation Committee and
Nominating and Governance Committee was appointed by the Board. Each of the Board committees has a written
charter approved by the Board and available on our website at www.symantec.com/invest, by clicking on “Company
Charters,” under “Investor Resources.”
Audit Committee
Members: William T. Coleman III
Frank E. Dangeard
David L. Mahoney
Robert S. Miller
V. Paul Unruh (Chair)
Number of Meetings in Fiscal Year 2011: 8
Independence: Each member is an independent director as defined by current
NASDAQ listing standards for Audit Committee membership.
Functions: To oversee our accounting and financial reporting processes and the
audits of our financial statements, including oversight of our systems
of internal controls and disclosure controls and procedures, compli-
ance with legal and regulatory requirements, internal audit function
and the appointment and compensation of our independent registered
public accounting firm;
To review and evaluate the independence and performance of our
independent registered public accounting firm; and
To facilitate communication among our independent registered public
accounting firm, our financial and senior management and our Board.
Financial Experts: Our Board has unanimously determined that all Audit Committee
members are financially literate under current NASDAQ listing stan-
dards, and at least one member has financial sophistication under
NASDAQ listing standards. In addition, our Board has unanimously
determined that V. Paul Unruh qualifies as an “audit committee
financial expert” under SEC rules and regulations. Mr. Unruh is
independent as defined by current NASDAQ listing standards for
Audit Committee membership. Designation as an “audit committee
financial expert” is an SEC disclosure requirement and does not
impose any additional duties, obligations or liability on any person
so designated.
Compensation Committee
Members: Stephen M. Bennett
Michael A. Brown
Geraldine B. Laybourne
David L. Mahoney
Daniel H. Schulman (Chair)
9