Visa 2007 Annual Report Download - page 145

Table of Contents
VISA U.S.A. INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
custodial services. The Company owed approximately $1.0 million and $0.9 million to these parties and they owed the Company $52.1 million and $48.2
million at September 30, 2007 and 2006, respectively. In addition, the Company was in net liability positions of $10.5 million and $4.3 million at
September 30, 2007 and 2006, respectively, attributed to volume and support incentive arrangements with these parties.
At September 30, 2007, the Company had one customer who had a representative serving as a member of the Board of Directors, which accounted for
10% or more of the Company's net operating revenues in fiscal 2007, fiscal 2006 and fiscal 2005. Net operating revenues from this customer were $453.9
million or 13%, $408.3 million or 14%, and $344.5 million or 13% of net operating revenues in fiscal 2007, 2006 and 2005, respectively. In fiscal 2007, net
operating revenue from a customer that did not have a representative serving as a member of the Board of the Directors also exceeded 10% of the Company's
net operating revenue. Net operating revenue from this customer was $383.9 million or 11% in fiscal 2007. This customer did not exceed 10% of net
operating revenues in fiscal 2006 or 2005. No other customer accounted for 10% or more of the Company's net operating revenues in fiscal 2007, 2006 or
2005.
Members of the Board of Directors who were not employees were compensated for their service to the Company. Directors who were also Visa
employees did not receive any additional compensation for serving as a director.
In fiscal 2007 and fiscal 2006, retainers and fees paid to the Board of Directors were as follows: The chairman of the Board received an annual retainer
of $30,000; independent directors received an annual retainer of $178,000; and all other directors received an annual retainer of $18,000. Member director
committee chairs also received an additional $6,000 annual retainer. These retainers were paid quarterly. Directors also received a meeting fee of $6,000 for
each board meeting they attended, $2,000 for each telephonic board meeting and committee meeting they attended, and $250 per hour for weekly board
conference calls in which they participated. Total director retainers and fees for 18 meetings and weekly conference calls in 2007 was $2.5M. Total director
retainers and fees for eight meetings in fiscal 2006 were $1.0 million.
During fiscal 2005, retainers and fees paid to the Board of Directors were as follows: The Chair of the Board received an annual retainer of $20,000 and
all other directors received an annual retainer of $12,000. Directors also received a meeting fee of $2,000 for each board meeting they attended and $1,000 for
each committee meeting they attended. Total director fees for seven meetings in fiscal 2005 were $0.5 million.
Visa U.S.A. operates a proprietary network, VisaNet, that links issuers and acquirers for transaction processing services. Processing services are
provided through Visa's majority-owned subsidiary, Inovant LLC. The Company provides processing and development services and various license and usage
rights to Visa International, Visa Canada and Visa Europe, in accordance with service agreements with these entities. See Note 5—Visa International, Visa
Canada, Visa Europe for additional information regarding transactions with these Visa entities.
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