corporate-governance
 

NASDAQ: INTU

$ 127.24 +6.54 (+5.42%) more Volume: 1,414,805 February 24, 2017

Intuit's Corporate Governance

Good governance is about doing the right things for Intuit and its shareholders. This has always been our priority.

Acquisition Committee

Our Acquisition Committee consists of Eve Burton, Richard Dalzell, Chairman of the Acquisition Committee, and Dennis Powell. The committee assists the Board by reviewing and approving certain acquisitions, divestitures and investment transactions. The Acquisition Committee Charter contains more details about the committee's roles and responsibilities.

Audit and Risk Committee

Our Audit and Risk Committee consists of Eve Burton, Richard Dalzell and Dennis Powell who serves as its chairman. The committee assists the board in fulfilling its oversight responsibilities relating to our financial accounting, reporting and controls. The committee holds quarterly meetings to discuss financial and accounting related matters, earnings announcements public company filings. The Audit and Risk Committee Charter contains more details about the committee's roles and responsibilities. In addition, we have an Internal Audit Department headed by a vice president who reports directly to the Audit and Risk Committee.

Compensation and Organizational Development Committee

Our Compensation and Organizational Development Committee consists of Diane Greene, Suzanne Nora Johnson, Chairwoman of the Committee, and Jeff Weiner. The committee determines compensation for all of Intuit's senior officers and provides guidance to management on general compensation matters. In addition, the committee also provides guidance to management on organizational development activities to build an organization that will facilitate and support our growth. The committee holds quarterly meetings that coincide with full Board meetings and also has informal meetings and discussions with management throughout the year. The Compensation and Organizational Development Committee Charter contains more details about the committee's roles and responsibilities. The committee also works closely with Intuit's management on its employee equity program, seeking to balance the trade-off between attracting, retaining and rewarding a high-performing work force and shareholder dilution.

Nominating and Governance Committee

Our Nominating and Governance Committee consists of Diane Greene, Chairman of the committee, Suzanne Nora Johnson, and Jeff Weiner. The committee identifies and evaluates potential new Board members and provides information about potential nominees for the full Board to consider, in accordance with the Process of Identifying and Evaluating Nominees for Director. In addition, the committee oversees the review of Board and committee performance, as well as reviews and recommends governance practices for Intuit. The Nominating and Governance Committee Charter contains more details about the committee's roles and responsibilities.

Eve Burton

member
member

Ms. Burton has served as Senior Vice President and General Counsel of The Hearst Corporation, a diversified media company, since March 2012 and is a member of the Acquisition Committee as well as the Audit and Risk Committee. She joined The Hearst Corporation in 2002 as Vice President and General Counsel. Ms. Burton is also a member of Hearst CEO’s strategic advisory group and of the Hearst Venture Investment Committee. She also serves as an Adjunct Professor of Constitutional Law and Journalism at the Columbia University Graduate School of Journalism. Prior to joining The Hearst Corporation, Ms. Burton was Vice President and Chief Legal Officer of CNN from 2000 to 2001. Ms. Burton serves on the board of The Hearst Corporation and was a member of the AOL board of directors from 2013 to 2015 until its acquisition by Verizon Communications Inc. Her non-profit board affiliations include the David and Helen Gurley Brown Institute for Media Innovations at Stanford and Columbia Universities and the board of trustees of Middlebury College. Ms. Burton holds a Juris Doctorate from Columbia University.

Richard Dalzell

chair
member

Mr. Richard Dalzell was Senior Vice President and Chief Information Officer at Amazon.com, Inc., an online retailer, until his retirement in 2007. Previously, Mr. Dalzell served in numerous other positions at Amazon.com, Inc., including Senior Vice President of Worldwide Architecture and Platform Software and Chief Information Officer from 2001 to 2007, Senior Vice President and Chief Information Officer from 2000 to 2001 and Vice President and Chief Information Officer from 1997 to 2000. Prior to his employment with Amazon.com, Inc., Mr. Dalzell was Vice President of the Information Systems Division at Wal-Mart Stores, Inc. from 1994 to 1997.

Diane Greene

member
chair

Ms. Greene has been an Intuit director since 2006 and is a member of the Compensation and Organizational Development Committee and chairs the Nominating and Governance Committee. Ms. Greene co-founded VMware, Inc. in 1998 and took the company public in 2007. Ms. Greene served as chief executive officer and president of VMware from 1998 to 2008, a member of the board of directors of VMware from 2007 to 2008, and as an Executive Vice President of EMC Corporation from 2005 to 2008. Prior to VMware, Ms. Greene held technical leadership positions at Silicon Graphics, Tandem, and Sybase and was chief executive officer of VXtreme. She has also served on the board of directors of Google since January 2012. In addition to Ms. Greene’s public company board experience, she is a member of The MIT Corporation. Ms. Greene holds a Bachelor of Arts in mechanical engineering from the University of Vermont, a Master of Science degree in naval architecture from the Massachusetts Institute of Technology and a Master of Science degree in computer science from the University of California, Berkeley.

Suzanne Nora Johnson

chair
member

Ms. Nora Johnson has been an Intuit director since 2007 and is Chairman of the Compensation and Organizational Development Committee and is a member of the Nominating and Governance Committee. Ms. Nora Johnson joined The Goldman Sachs Group in 1985 and held several management positions throughout her tenure including: Vice Chairman, Chairman of the Global Markets Institute, and Head of the Global Investments Research Division. Ms. Nora Johnson has been a member of the board of directors of: American International Group, Inc. since 2008; Pfizer Inc. since 2007; and VISA Inc. since 2007. Ms. Nora Johnson’s significant non-profit board affiliations include, among others, the American Red Cross and the University of Southern California. Ms. Nora Johnson earned a Bachelor’s degree from the University of Southern California and a Juris Doctor from Harvard Law School.

Dennis Powell

member
chair

Mr. Powell has been an Intuit director since 2004 and is Chairman of the Audit and Risk Committee and a member of the Acquisition Committee. Mr. Powell was executive advisor of Cisco Systems, Inc. from 2008 to 2010. Mr. Powell joined Cisco in 1997 and held several management positions throughout his tenure including: Executive Vice President and Chief Financial Officer from 2003 to 2008; Senior Vice President, Corporate Finance Vice President from 2002 to 2003; and Corporate Controller from 1997 to 2002. Prior to Cisco, Mr. Powell held the position of senior partner at Coopers & Lybrand LLP, where his tenure spanned 26 years. Mr. Powell has been a member of the boards of directors of Applied Materials, Inc. since 2007 and VMware, Inc. since 2007. Mr. Powell holds a Bachelor of Science in Business Administration with a concentration in accounting from Oregon State University.

Jeff Weiner

member
member

Mr. Weiner has been a director of Intuit since April 2012 and is a member of the Compensation and Organizational Development Committee as well as the Nominating and Governance Committee. He has served as the Chief Executive Officer of LinkedIn, an Internet professional network provider, since June 2009, and as a director of LinkedIn since July 2009. He served as LinkedIn’s Interim President from December 2008 until June 2009. Before joining LinkedIn, Mr. Weiner was an executive in residence at Accel Partners and Greylock Partners, both venture capital firms, from September 2008 to June 2009. From May 2001 to June 2008 he held several positions at Yahoo! Inc., one of the world’s largest digital media companies, including most recently as an Executive Vice President of Yahoo’s network division. He holds a bachelor's degree in economics from The Wharton School at the University of Pennsylvania.

Raul Vazquez

member
member

Raul Vazquez has served as chief executive officer and board member of Oportun, a financial technology company since April 2012. Prior to joining Oportun, Vazquez spent nine years at Walmart in various senior leadership roles, including executive vice president and president of Walmart West, chief executive officer of Walmart.com, and executive vice president of Global eCommerce for developed markets. Vazquez previously worked in startup companies in e-commerce, at a global strategy consulting firm focused on Fortune 100 companies and as an industrial engineer for Baxter Healthcare. Mr. Vazquez also served as a member of the board of directors of Staples, Inc. from 2013 to June 2016. In September 2015, Vazquez was named to the Federal Reserve Board’s Community Advisory Council and currently serves as its vice chair. Mr. Vazquez received a Bachelor of Science and a Master of Science degree in industrial engineering from Stanford University and an MBA from the Wharton Business School at the University of Pennsylvania.

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