Visa 2012 Annual Report Download - page 117

Table of Contents
PART III
Certain information required by Part III is omitted from this Report and the Company will file a definitive proxy statement
pursuant to Regulation 14A under the Exchange Act (the “Proxy Statement”) not later than 120 days after the end of the fiscal year
ended September 30, 2012 , and certain information included therein is incorporated herein by reference. Only those sections of
the Proxy Statement that specifically address the items set forth herein are incorporated by reference. Such incorporation does not
include the report of the Audit and Risk Committee included in the Proxy Statement.
The information required by this item concerning the Company's directors, executive officers, the Code of Business Conduct
and Ethics and corporate governance matters is incorporated herein by reference to the sections entitled “Proposal 1—Election of
Directors” “Executive Officers,” “Corporate Governance—Code of Business Conduct and Ethics,” and “Board of Directors and
Committees of the Board—Audit and Risk Committee and Audit and Risk Committee Financial Expert” in our Proxy Statement.
The information required by this item regarding compliance with Section 16(a) of the Exchange Act pursuant to Item 405 of
Regulation S-K is incorporated herein by reference to the section entitled “Other Information—Section 16(a) Beneficial Ownership
Reporting Compliance” in our Proxy Statement.
Our Code of Business Conduct and Ethics, Code of Ethics for Senior Financial Officers and our Corporate Governance
Guidelines are available on the Investor Relations page of our website at www.investor.visa.com, under “Corporate Governance.”
Printed copies of these documents are also available to stockholders without charge upon written request directed to Corporate
Secretary, P.O. Box 8999, San Francisco, California 94128.
The information required by this item concerning director and executive compensation is incorporated herein by reference to
the sections entitled “Board of Directors and Committees of the Board—Compensation of Non-Employee Directors” and “Executive
Compensation” in our Proxy Statement.
The information required by this item pursuant to Item 407(e)(4) of Regulation S-K is incorporated herein by reference to the
section entitled “Executive Compensation—Compensation Committee Interlocks and Insider Participation” in our Proxy Statement.
The information required by this item pursuant to Item 407(e)(5) of Regulation S-K is incorporated herein by reference to the
section entitled “Executive Compensation—Compensation Committee Report” in our Proxy Statement.
The information required by this item pursuant to Item 403 of Regulation S-
K is incorporated herein by reference to the section
entitled “Beneficial Ownership of Equity Securities” in our Proxy Statement.
For the information required by item 201(d) of Regulation S-K, refer to Item 5 in this report.
The information required by this item concerning related party transactions pursuant to Item 404 of Regulation S-K is
incorporated herein by reference to the section entitled “Certain Relationships and Related Person Transactions” in our Proxy
Statement.
The information required by this item concerning director independence pursuant to Item 407(a) of Regulation S-K is
incorporated herein by reference to the section entitled “Corporate Governance— Independence of Directors” in our Proxy
Statement.
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ITEM 10.
Directors, Executive Officers and Corporate Governance
ITEM 11.
Executive Compensation
ITEM 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
ITEM 13.
Certain Relationships and Related Transactions, and Director Independence