Staples 2006 Annual Report Download - page 32

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16
Committee membership as of April 17, 2007 was as follows:
Audit Committee Compensation Committee
Gary L. Crittenden, Chairperson Brenda C. Barnes, Chairperson
Mary Elizabeth Burton Arthur M. Blank
Paul F. Walsh Mary Elizabeth Burton
Nominating and Corporate Governance Committee Finance Committee
Robert C. Nakasone, Chairperson Rowland T. Moriarty, Chairperson
Rowland T. Moriarty Basil L. Anderson
Martin Trust Gary L. Crittenden
Paul F. Walsh
Executive Committee
Ronald L. Sargent, Chairperson
Rowland T. Moriarty
Robert C. Nakasone
Martin Trust
Audit Committee
The Audit Committee assists our Board in overseeing our compliance with legal and regulatory requirements; the
integrity of our financial statements; our independent registered public accounting firm’s qualifications and
independence; and the performance of our internal audit function and our independent registered public accounting
firm through receipt and consideration of certain reports from our independent registered public accounting firm. In
addition, the Audit Committee discusses our risk management policies and reviews and discusses with management
and the independent registered public accounting firm our annual and quarterly financial statements and related
disclosures. The Audit Committee is directly responsible for appointing, compensating, evaluating and, when
necessary, terminating our independent registered public accounting firm, and our independent registered public
accounting firm reports directly to the Audit Committee. The Audit Committee also prepares the Audit Committee
Report required under the rules of the Securities and Exchange Commission, which is included elsewhere in this
proxy statement. The Audit Committee has established procedures for the treatment of complaints regarding
accounting, internal accounting controls or auditing matters, including procedures for confidential and anonymous
submission by our associates of concerns regarding questionable accounting, internal accounting controls or auditing
matters. The Audit Committee meets independently with our independent registered public accounting firm,
management and our internal auditors. The members of the Audit Committee are independent directors, as defined
by its charter and the rules of the Securities and Exchange Commission and NASDAQ Stock Market. The Audit
Committee met five times in person and four times by telephone during our 2006 fiscal year.
Compensation Committee
The Compensation Committee’s responsibilities include setting the compensation levels of directors and
executive officers, including our Chief Executive Officer, reviewing and providing recommendations to our Board
regarding compensation programs, administering our equity incentive, stock purchase and other employee benefit
plans and authorizing option and restricted stock grants under our stock incentive plans. The members of the
Compensation Committee are independent directors, as defined by its charter and the rules of the NASDAQ Stock
Market. The Compensation Committee met four times in person during our 2006 fiscal year.
Nominating and Corporate Governance Committee
The Nominating and Corporate Governance Committee’s responsibilities include providing recommendations to
our Board regarding nominees for director, membership on our Board committees, and succession matters for our
Chief Executive Officer. An additional function of the Nominating and Corporate Governance Committee is to
develop and recommend to our Board our Corporate Governance Guidelines and to assist our Board in complying