Mattel 2006 Annual Report Download - page 111

PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Information required under this Item is incorporated herein by reference to Mattel’s 2007 Notice of Annual
Meeting of Stockholders and Proxy Statement to be filed with the SEC within 120 days after December 31, 2006.
Information with respect to the executive officers of Mattel appears under the heading “Executive Officers of the
Registrant” in Part I herein. Mattel has adopted the Mattel Code of Conduct (the “Code of Conduct”) applicable to
all directors, officers and employees which includes its general comprehensive code of ethical business conduct as
well as provisions related to accounting and financial matters applicable to the Chief Executive Officer, Chief
Financial Officer, Corporate Controller and other finance organization employees (the “finance code of ethics”).
The Code of Conduct is publicly available on Mattel’s corporate website at http://www.mattel.com. A copy may
also be obtained free of charge by mailing a request in writing to: Secretary, Mail Stop M1-1516, Mattel, Inc.,
333 Continental Blvd., El Segundo, California 90245-5012. If Mattel makes any substantive amendments to the
Code of Conduct or the finance code of ethics, or grants any waiver, including any implicit waiver from a provision
of the Code of Conduct for any executive officer or director, or the finance code of ethics for the Chief Executive
Officer, Chief Financial Officer or Corporate Controller, Mattel will disclose the nature of such amendment or
waiver on its corporate website or in a Current Report on Form 8-K. Mattel has posted the Board of Directors’
corporate governance guidelines and the charters of its Audit, Compensation and Governance and Social
Responsibility Committees of the Board of Directors on its corporate website at http://www.mattel.com. Copies of
the corporate governance guidelines and committee charters may be obtained free of charge by mailing a request to
the address noted above.
Mattel has filed the certification of its Chief Executive Officer with the New York Stock Exchange
(“NYSE”) for 2006 as required pursuant to Section 303A.12(a) of the NYSE Listed Company Manual. In
addition, Mattel has filed the Sarbanes-Oxley Act Section 302 certifications of its Chief Executive Officer and
Chief Financial Officer with the Securities and Exchange Commission, which are attached hereto as Exhibit 31.0
and Exhibit 31.1, respectively.
Item 11. Executive Compensation.
The information required under this Item is incorporated herein by reference to Mattel’s 2007 Notice of
Annual Meeting of Stockholders and Proxy Statement to be filed with the SEC within 120 days after
December 31, 2006.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters.
The information required under this Item is incorporated herein by reference to Mattel’s 2007 Notice of
Annual Meeting of Stockholders and Proxy Statement to be filed with the SEC within 120 days after
December 31, 2006.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required under this Item is incorporated herein by reference to Mattel’s 2007 Notice of
Annual Meeting of Stockholders and Proxy Statement to be filed with the SEC within 120 days after
December 31, 2006.
Item 14. Principal Accountant Fees and Services.
The information required under this Item is incorporated herein by reference to Mattel’s 2007 Notice of
Annual Meeting of Stockholders and Proxy Statement to be filed with the SEC within 120 days after
December 31, 2006.
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