Office Depot 2003 Annual Report Download - page 74

Office Depot 2003 / Proxy Statement 72
W. Scott Hedrick Age: 58
Mr. Hedrick has been a director of our Company since April
1991. From November 1986 until April 1991, he was a direc-
tor of The Office Club, Inc., which has been our subsidiary
since April 1991, when Office Depot acquired it. He was a
founder and has been a general partner of InterWest Partners,
a venture capital fund, since 1979. Mr. Hedrick is also a direc-
tor of Golden State Vintners, Inc. and Hot Topic, both publicly
traded companies.
James L. Heskett Age: 70
Mr. Heskett has served as one of our directors since May 1996.
Mr. Heskett has served on the faculty of the Harvard University
Graduate School of Business Administration since 1965. He
has taught courses in marketing, business logistics, the man-
agement of service operations, business policy and service
management. He is also a director of Limited Brands, a publicly
held company and Intelliseek, Inc., a privately held company.
Patricia A. McKay Age: 45
Ms. McKay is a candidate to serve as a director of our
Company for the first time in 2004. She has served since 2003
as Chief Financial Officer of Restoration Hardware, Inc. a
California-based public company that is a specialty retailer of
high-quality home furnishings, decorative accessories and
hardware. From 1997 until 2003, she was Senior Vice President,
Finance, for AutoNation, Inc., the nation’s largest retailer of
automobiles, with sales of nearly $20 billion. From 1988 until
1996, Ms. McKay served in various financial positions for
Dole Food Company, Inc., culminating in the position of Vice
President Finance & Controller, a position she held from 1993
until 1996.
Michael J. Myers Age: 63
Mr. Myers has served as one of our directors since July 1987.
He is the President and a director of First Century Partners
Management Company, an advisor to private venture capital
equity funds. He is also president and a director of Salomon
Smith Barney Venture Corp., a wholly owned subsidiary of
Smith Barney Holdings, Inc., which acts as the managing gen-
eral partner of two private venture capital equity funds. From
1976 until January 1992, he was a Managing Director of
Smith Barney, Harris Upham & Co., Inc.
Bruce Nelson Age: 59
Mr. Nelson has been Chairman of our Board of Directors since
December 29, 2001 and our Chief Executive Officer since
July 17, 2000. Previously, he served both as President of
Office Depot International and as President and Chief
Operating Officer of our subsidiary, Viking Office Products,
Inc. He has been one of our directors since he joined us in
August 1998. From January 1996 until August 1998, he
served as President and as a Director of Viking. From July
1995 until January 1996, Mr. Nelson was Chief Operating
Officer of Viking, and from January 1995 until July 1995, he
was Executive Vice President of Viking. From 1990 until July
1994, Mr. Nelson was President and Chief Executive Officer
of BT Office Products USA. He had previously worked for
over 22 years at Boise Cascade Office Products in a number
of executive positions.
How Nominees To Our Board Are Selected
Candidates for election to our Board of Directors are nominated
by our Corporate Governance & Nominating Committee (the
“ Committee”or the “ Nominating Committee”)and ratified by
our full Board of Directors for nomination to the shareholders.
The Committee operates under a charter, which is available on
our corporate website at www.officedepot.com. You will find
the charter of the Committee and the charters of all of our
other Board committees under the headings “ Company
Information, Investor Relations, Corporate Governance.” A
copy of the charter is available to all shareholders upon
request, addressed to the Secretary of our Company at our
address provided elsewhere in this proxy statement. All mem-
bers of the Committee are Independent under the standards
established by the New York Stock Exchange.
Our Nominating Committee will give due consideration to
candidates recommended by shareholders. Shareholders may
recommend candidates for Nominating Committee considera-
tion by submitting such recommendation directly to the Com-
mittee by mail or electronically, using the methods described
under the heading “ Corporate Governance and Director Inde-
pendence; Communicating with our Board of Directors.” In
making recommendations, shareholders should be mindful of
the discussion of minimum qualifications set forth in the fol-
lowing paragraph. However, just because a recommended
individual meets the minimum qualification standards does
not imply that the Committee necessarily will nominate the
person so recommended by a shareholder.
Our Nominating Committee believes that the minimum quali-
fications for serving on our board are that a nominee have
substantial experience in working as an executive officer for,
or serving on the board of a public company, or that he or she
demonstrates by significant accomplishment in another given
field of endeavor, whether in the for-profit or the non-profit
sectors, an ability to make a meaningful contribution to the
oversight and governance of a company having a scope and
size similar to our Company. A Director must have an exem-
plary reputation and record for honesty in his or her personal
dealings and business or professional activity, as confirmed by
a background and security check. All Directors should possess
a basic understanding of financial matters, have an ability to
review and understand the Company’s financial and other