HR Block 2006 Annual Report Download - page 38

DIRECTOR NOMINATION PROCESS –The entire Board of background, qualifications, experience, and willingness to serve
Directors is responsible for nominating members for election to as a director. Based on a preliminary assessment of a candidate’s
the Board and for filling vacancies on the Board that may occur qualifications, the Governance and Nominating Committee may
between annual meetings of the shareholders. The Governance conduct interviews with the candidate and request additional
and Nominating Committee is responsible for identifying, information from the candidate. The Committee uses the same
screening and recommending candidates to the entire Board for process for evaluating all nominees, including those
Board membership. The Governance and Nominating Committee recommended by shareholders. In addition, the Company’s
works with the Board to determine the appropriate bylaws contain specific conditions under which persons may be
characteristics, skills and experience for the Board as a whole nominated directly by shareholders. The provisions include the
and its individual members. In evaluating the suitability of condition that shareholders comply with the advance notice time
individual Board members, the Board takes into account many requirements outlined in the ‘‘Shareholder Proposals and
factors such as general understanding of various business Nominations’’ section of this Proxy Statement.
disciplines (e.g., marketing, finance, information technology), the COMMUNICATIONS WITH THE BOARD –Shareholders and
Company’s business environment, educational and professional other interested parties wishing to communicate with the Board
background, analytical ability and willingness to devote adequate of Directors, the non-management directors, or with an individual
time to Board duties. The Board evaluates each individual in the Board member concerning the Company may do so by writing to
context of the Board as a whole with the objective of retaining a the Board, to the non-management directors, or to the particular
group with diverse and relevant experience that can best Board member, and mailing the correspondence to: Corporate
perpetuate the Company’s success and represent shareholder Secretary, H&R Block, Inc., 4400 Main Street, Kansas City,
interests through sound judgment. Missouri 64111 (such address to change to One H&R Block Way,
The Governance and Nominating Committee may seek the Kansas City, Missouri 64105 in September 2006). Please indicate
input of the other members of the Board and management in on the envelope whether the communication is from a
identifying candidates that are consistent with the criteria shareholder or other interested party. All such communications
outlined above. In addition, the Governance and Nominating will be forwarded to the director or directors to whom the
Committee may use the services of consultants or a search firm. communication is addressed.
The Committee will consider recommendations by the DIRECTOR ATTENDANCE AT ANNUAL MEETINGS –
Company’s shareholders of qualified director candidates for Although the Company has no specific policy regarding director
possible nomination by the Board. Shareholders may recommend attendance at its annual meeting, all directors are encouraged to
qualified director candidates by writing to the Company’s attend. Board and Committee meetings are held immediately
Corporate Secretary, at our offices at 4400 Main Street, Kansas preceding and following the annual meeting, with directors
City, Missouri 64111 (such address to change to One H&R Block attending the annual meeting. All of the Company’s then-current
Way, Kansas City, Missouri 64105 in September 2006). directors attended last year’s annual meeting.
Submissions should include information regarding a candidate’s
H&R BLOCK 2006 Proxy Statement
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