Yum! 2010 Annual Report

Proxy Statement
9MAR201101440694
Robert D. Walter Robert D. Walter is the founder of Cardinal Health, Inc., a company
Age 65 that provides products and services supporting the health care
Director since 2008 industry. Mr. Walter retired from Cardinal Health in June 2008.
Founder and Retired Chairman/ Prior to his retirement from Cardinal Health, he served as
CEO Cardinal Health, Inc. Executive Director from November 2007 to June 2008. From April
2006 to November 2007, he served as Executive Chairman of the
Board of Cardinal Health. From 1979 to April 2006, he served as
Chairman and Chief Executive Officer of Cardinal Health.
Mr. Walter also serves as a director of American Express Company,
Nordstrom, Inc. and Battelle Memorial Institute. From 2000 to
2007, he was a director of CBS Corporation and its predecessor,
Viacom, Inc.
Specific qualifications, experience, skills and expertise:
Operating and management experience, including as chief
executive officer, of a global healthcare and service provider
business
Expertise in finance, business development, business
integrations, financial reporting, compliance and controls
Public company directorship and committee experience
Independent of Company
If elected, we expect that all of the aforementioned nominees will serve as directors and hold office
until the 2012 Annual Meeting of Shareholders and until their respective successors have been elected and
qualified. Based on the recommendation of the Nominating and Governance Committee, all of the
aforementioned nominees are standing for reelection.
What is the recommendation of the Board of Directors?
THE BOARD OF DIRECTORS RECOMMENDS THAT
YOU VOTE FOR THE ELECTION OF THESE NOMINEES.
What if a nominee is unwilling or unable to serve?
That is not expected to occur. If it does, proxies may be voted for a substitute nominated by the Board
of Directors.
What vote is required to elect directors?
A nominee will be elected as a director if the number of ‘‘FOR’’ votes exceeds the number of
‘‘AGAINST’’ votes.
Our policy regarding the election of directors can be found in our Corporate Governance Principles at
www.yum.com/governance/principles.asp and at page 8 under ‘‘What other Significant Board Practices does
the Company have?—Majority Voting Policy.’’
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