Dow Chemical 2009 Annual Report Download - page 11

9
2009 Annual Report
Committees of the
Board of Directors
(at February 10, 2010)
Audit Committee
B.H. Franklin, Chair
J.A. Bell
J.M. Fettig
J.M. Ringler
P.G. Stern
Governance Committee
P.G. Stern, Chair
J.A. Bell
J.M. Fettig
B.H. Franklin
Compensation and
Leadership Development
Committee
D.H. Reilley, Chair
J.K. Barton
J.B. Hess
P. Polman
R.G. Shaw
Environment, Health and
Safety Committee
J.K. Barton, Chair
A.A. Allemang
A.N. Liveris
P. Polman
D.H. Reilley
J.M. Ringler
R.G. Shaw
John B. HessJacqueline K. Barton James A. Bell Jeff M. Fettig Barbara H. FranklinArnold A. Allemang
Andrew N. Liveris
President, Chief Executive Officer
and Chairman of the Board
Arnold A. Allemang
Director since 1996
Jacqueline K. Barton
Arthur and Marian Hanisch
Memorial Professor of Chemistry,
California Institute of Technology
Director since 1993
James A. Bell
Executive Vice President,
Corporate President and
Chief Financial Officer,
The Boeing Company
Director since 2005
At Dow, we believe our success depends on maintaining the highest
ethical and moral standards everywhere we operate. That focus on
integrity starts at the top. Effective corporate governance begins
with the performance of the Board of Directors.
Dow exemplifies good governance with a presiding director;
directors with solid, diverse experience and credentials; corporate
governance guidelines; and codes of business conduct and financial
ethics. Independent directors comprise a substantial majority of
Dow’s Board.
Dow’s corporate governance guidelines address important aspects
of Dow’s corporate governance structure, such as criteria for
director qualifications, election, continuing education and tenure;
ongoing improvement of Board effectiveness; and a framework
for the evaluation of management and succession planning.
During 2009, Dow once again achieved the highest rating
possible for its standards of corporate governance from
GovernanceMetrics International, an independent research
and ratings agency.
More information on Dow’s corporate governance, including Dow’s
corporate governance guidelines, Board Committee charters and
Code of Business Conduct, is available online at www.dow.com.
Andrew N. Liveris, president, chief executive officer and chairman,
and William H. Weideman, vice president and interim chief financial
officer, executed the certifications required by Sections 302 and
906 of the Sarbanes-Oxley Act of 2002 on February 19, 2010,
and filed Management’s Report on Internal Control Over Financial
Reporting, as required by Section 404. The certifications were filed
as exhibits to the Company’s Annual Report on Form 10-K for the
year ended December 31, 2009.
In addition, Mr. Liveris certified to the New York Stock Exchange
(NYSE) on June 1, 2009, that he was unaware of any violation by
the Company of the NYSE corporate governance listing standards
in effect as of that date. The certification was made in accordance
with the rules of the NYSE.
Andrew N. Liveris Paul G. SternRuth G. ShawJames M. RinglerDennis H. ReilleyPaul Polman
Corporate Governance
Jeff M. Fettig
Chairman and Chief Executive
Officer, Whirlpool Corporation
Director since 2003
Barbara Hackman Franklin
President and Chief Executive
Officer, Barbara Franklin
Enterprises and Former U.S.
Secretary of Commerce
Director 1980–1992 and
1993 to date
John B. Hess
Chairman and Chief Executive
Officer, Hess Corporation
Director since 2006
Paul Polman
Chief Executive Officer,Unilever
PLC and Unilever N.V.
Director since February 2010
Dennis H. Reilley
Former Chairman, Covidien, Ltd.
Director since 2007
James M. Ringler
Chairman, Teradata Corporation
Director since 2001
Ruth G. Shaw
Former Executive Advisor,
Duke Energy Corporation
Director since 2005
Paul G. Stern
Dow Presiding Director,
Chairman, Claris Capital
Director since 1992
Board of Directors
(at February 10, 2010)