Polaris 2011 Annual Report Download - page 92

Download and view the complete annual report

Please find page 92 of the 2011 Polaris annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 107

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107

PART III
Item 10. Directors, Executive Officers and Corporate Governance
(a) Directors of the Registrant
The information required under this item concerning our directors will be set forth under the caption
Proposal 1—“Election of Directors—Information Concerning Nominees and Directors” in the Company’s 2012
Proxy Statement incorporated herein by reference.
(b) Executive Officers of the Registrant
Information concerning Executive Officers of the Company is included in this Report after Item 1, under the
caption “Executive Officers of the Registrant.”
(c) Identification of the Audit Committee; Audit Committee Financial Expert
The information required under this item concerning our Audit Committee and identification of our Audit
Committee Financial Expert will be set forth under the caption “Corporate Governance—Committees of the
Board and Meetings—Audit Committee” in the Company’s 2012 Proxy Statement incorporated herein by
reference.
(d) Section 16(a) Beneficial Ownership Reporting Compliance
The information required under this item concerning compliance with Section 16(a) of the Securities
Exchange Act of 1934 will be set forth under the caption “Corporate Governance—Section 16(a) Beneficial
Ownership Reporting Compliance” in the Company’s 2012 Proxy Statement incorporated herein by reference.
(e) Code of Ethics.
We have adopted a Code of Business Conduct and Ethics that applies to our Principal Executive Officer,
Principal Financial Officer, Principal Accounting Officer and all other Polaris employees. This Code of Business
Conduct and Ethics is posted on our website at www.polarisindustries.com and may be found as follows:
• From our main web page, first click on “Our Company.”
• Next, highlight “Investor Relations.”
• Next, scroll down and click on “Corporate Governance.”
• Finally, click on “Business Code of Conduct and Ethics.”
A copy of our Code of Business Conduct and Ethics will be furnished to any shareholder or other interested
party who submits a written request for it. Such request should be sent to Polaris Industries Inc., 2100 Highway
55, Medina, Minnesota 55340, Attention: Investor Relations.
We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or
waiver from a provision of this Code of Business Conduct and Ethics by posting such information on our
website, at the address and location specified above under the heading “waivers.”
Item 11. Executive Compensation
The information required by this item will be set forth under the captions “Corporate Governance —
Compensation Committee Interlocks and Insider Participation,” “Compensation Discussion and Analysis,”
“Summary Compensation Table,” “Grants of Plan-Based Awards in 2011,” “Outstanding Equity Awards at 2011
76