Management's Discussion and Analysis of Financial ... - Wal-Mart

Effective corporate governancebenefits shareholdersWalmart is a purpose-driven organization, helping customerssave money so they can live better. Our commitment to thismission and to enhancing shareholder value drives ourassociates around the world and lays the groundwork for usto build the Next Generation Walmart. It is gratifying to meand to our entire Board that we uphold the same values andprinciples that guided my Dad as he built this company.Walmart associates live those values every day. I like to get outand visit with our associates, and when I do I am proud to seetheir commitment when I visit stores or clubs. I appreciatewatching the heartfelt offer of a greeting and a shopping cartto a mother with small children. A small restaurant ownershared his enthusiasm with me recently about the savingsand value he finds at Sam’s Club. It is exciting that throughour growth strategy we have so many more opportunities toshare the Walmart experience. In fact, when our Board metin China late last year, we spent two days visiting our storesand several competitors. We had lunch with a number ofhourly Walmart China associates and learned more abouttheir lives and how we can better serve customers. Thesevisits reinforced the Board’s recommendation that ourinternational team accelerate growth in China, as well asour other emerging markets.Strong governance framework. Our corporate governancepractices are rooted in these same values and principlesthat Dad instilled in Walmart. This corporate governanceframework has never been stronger. We’ve maintained aseparate Chairman and CEO leadership structure since 1988to enhance the oversight of our leadership team and facilitatemanagement development.Our Board remains committed to corporate governanceprocesses that ensure a balance between proper oversightand the right level of control, and we regularly review theseprocesses. For example, our Board recently changed thecharter to formalize the Compensation, Nominating andGovernance Committee’s oversight for sustainability andcorporate responsibility. This committee also regularlyreviews our executive compensation programs to ensurethat compensation is not only competitive, but alsoremains closely tied to performance that is aligned withshareholder value.Walmart Board members represent varied experiencescovering retail, technology, financial, brand management,strategic and global expertise. We encourage frank discussionsand debate, gain consensus and provide guidance tomanagement on strategies and plans. Mike Duke’s leadershipteam is fully aware that each Board conversation includeshonest feedback and provocative questions, based on thebest interests of the company and our shareholders.As Chairman, I am very proud that through these examplesand countless others, our corporate governance reflectsWalmart’s culture and rich history. My Dad left behind oneof the greatest gifts, a culture that ensures we always strive todo our best for customers and shareholders. We often creditDad with creating this great company, as well as drivinginnovation in operations and merchandising. What he reallydid was create an organization founded on the principlesof the utmost integrity behind our decisions...that justhappened to be a retail company. It’s an organization that iscapable of continuing to accomplish great things.One of my Dad’s most popular quotes is “To succeed, stayout in front of change.” Dad forged a framework that allowsus to do that. And in doing so, we challenge ourselves toimprove constantly for our customers, our shareholdersand our associates.S. Robson WaltonChairman of the Board of DirectorsWal-Mart Stores, Inc.Walmart 2011 Annual Report 13