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Warren Buffett on Business : Principles from the Sage of Omaha by Richard J. Connors

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Appendix E
Berkshire Hathaway Inc., Corporate Governance Guidelines, as Amended on February 27, 2006
The Board of Directors has adopted the following guidelines to promote the effective governance of the Company. The Board will also review and amend these guidelines as it deems necessary or appropriate.
On behalf of the Company’s shareholders, the Board is responsible for overseeing the management of the business and affairs of the Company. The Board acts as the ultimate decision-making body of the Company, except on those matters reserved to or shared with the shareholders of the Company under the laws of Delaware.

1. Director Qualifications

In choosing directors, the Company seeks individuals who have very substantial personal and family ownership stakes in the Company’s stock. Such individuals must also have very high integrity, business savvy, shareholder orientation and a genuine interest in the Company. The Company is required to elect a majority of directors who are independent. All references to “independent directors” in these guidelines are to directors who are independent according to the criteria for independence established by Section 303A of the New York Stock Exchange Listed Company Manual. The Board does not have limits on the number of terms a director may serve. The Board does not have any retirement or tenure policies that would limit the ability of a director to be nominated for reelection. The Governance, Compensation and Nominating Committee is responsible ...

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