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SEC Filings

DEF 14A
FIRST DATA CORP filed this Form DEF 14A on 03/15/2017
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Table of Contents

employment with First Data in a non-officer and non-strategic position. Given his position in the company and amount of compensation, the Board determined that his employment did not create a material relationship with First Data that would impair Ms. Miller’s independence.

Corporate Governance Guidelines

Our Board has adopted Corporate Governance Guidelines that, along with the charters of the Board committees, provide the basic framework for the Board’s operation and role in the governance of First Data. You can find our Corporate Governance Guidelines on our website at www.firstdata.com under “Investors” and “Corporate Governance.”

Code of Ethics

We have adopted an Employee Code of Conduct, which applies to all employees, a Code of Ethics for Senior Financial Officers, which applies to our Chief Executive Officer, Chief Financial Officer, and Principal Accounting Officer, and a Directors’ Code of Ethics, which applies to our directors. These Codes can be viewed on our website at www.firstdata.com under “Investors” and “Corporate Governance.” On the same website, we will post amendments to a provision of such codes and waivers from the Code of Ethics for Senior Financial Officers.

 

Board Committees

Our Board has an Audit Committee, a Governance, Compensation and Nominations Committee, and a Risk Committee. Information about each committee is provided below.

Audit Committee

Members: Heidi G. Miller, James E. Nevels, and Barbara A. Yastine (Chairperson). Ms. Yastine replaced Mr. Olson on September 21, 2016.

Meetings Held in 2016: 9

Primary Responsibilities:

The Audit Committee assists the Board in fulfilling its oversight responsibilities with respect to: (1) the integrity of First Data’s financial statements, (2) First Data’s compliance with legal and regulatory requirements, (3) the qualifications, performance and independence of First Data’s independent registered public accounting firm, and (4) the performance of First Data’s internal auditing department.

Independence:

Ms. Miller, Mr. Nevels, and Ms. Yastine meet the independence requirements of the NYSE, the Securities Exchange Act of 1934, and our Corporate Governance Guidelines.

Financial Experts:

Our Board has unanimously determined that all Audit Committee members are financially literate under the NYSE listing standards and all members qualify as “audit committee financial experts” within the meaning of SEC regulations and have accounting or related financial management expertise as required by the NYSE listing standards.

 

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