Dollar General 2006 Annual Report Download - page 155

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the director is not a current partner or employee and an immediate family member is
not a current partner of that firm;
an immediate family member is not a current employee of that firm who participates
in the audit, assurance or tax compliance (but not tax planning) practice; and
the director or immediate family member was not within the last 3 years a partner or
employee of that firm who personally worked on our audit within that time.
Certain Compensatory Relationships. A director’ s independence is not impaired by our
employment of any of the director’ s immediate family members in a capacity other than
executive officer if the amount of compensation does not exceed $120,000 during our fiscal
year.
The Board of Directors has affirmatively determined that Messrs. Bottorff, Dickson, Gee,
Purcell, Robbins, Thornburgh and Wilds, Mss. Bowles and Knuckles, but not Messrs. Perdue
(our CEO) or Beré (our President and COO), are independent from our management under both
the NYSE’ s listing standards and our additional standards discussed above. Our Board also
previously determined that Mr. Clayton, who retired from our Board in May 2006, was
independent from our management during the period of time that he served as a director under
both the NYSE’ s listing standards and our additional standards. Any relationship between an
independent director and Dollar General or our management were either encompassed by the
categorical standards identified above or, in the case of Mr. Wilds discussed below, deemed to be
immaterial.
The following directors had transactions or relationships that fell within one or more of the
categorical standards described above. With the exception of Mr. Wilds’ relationships with a
vendor, because these transactions or relationships were covered by a categorical standard, the
Board did not consider them in determining that each such person is independent.
Name Category or Type of Transaction or Arrangement
Mr. Bottorff Relationships with non-profit entities to which we made or make donations or
which served or serve as a vendor.
Joint service with one of our executive officer’ s on the board of certain non-
profit entities.
Ms. Bowles None
Mr. Clayton Relationships with an entity that served or serves as a vendor.
Mr. Dickson Relationships with non-profit entities to which we made or make donations or
which served or serve as a vendor.
153