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Kodak Board of Directors Enhances Corporate Governance Guidelines

Thursday, February 19, 2004

Press release from the issuing company

ROCHESTER, N.Y.--Feb. 18, 2004-- Eastman Kodak Company's Board of Directors yesterday voted unanimously to enhance the company's corporate governance guidelines. In addition, the board adopted strengthened board independence standards, implemented an enhanced director selection process and adopted a director code of conduct. The board also approved new director qualification standards and implemented a process enabling shareholders to communicate directly with the board's Presiding Director, Richard S. Braddock. These latest enhancements will ensure that Kodak's practices and polices meet or exceed requirements of the Sarbanes-Oxley Act, the New York Stock Exchange's recently finalized corporate governance listing standards, and the Securities and Exchange Commission's new disclosure rules regarding nominating committee functions. "From time to time, the board reviews--and revises as appropriate--these guidelines in response to regulatory requirements and evolving best practices," said Laurence L. Hickey, Chief Governance Officer, Eastman Kodak Company. "We believe that yesterday's actions continue Kodak's, and the board's, corporate governance leadership position." Later this week, the guidelines will be available on the Corporate Governance section of Kodak's website, www.kodak.com/go/governance. Additionally, Kodak announced it would begin expensing stock options starting January 1, 2005. Kodak made the decision in response to a Financial Accounting Standards Board announcement last October concerning stock option accounting, and a shareholder proposal requesting that Kodak expense stock options, which received a majority vote at last year's annual meeting. "We are hopeful that FASB will announce a single uniform valuation methodology for Kodak and other companies to follow," said Hickey. Governance and shareholder organizations have recognized Kodak for the quality of its corporate governance and general business ethics. All of Kodak's eleven non-employee board members are independent directors. The twelfth director is Daniel A. Carp, the company's Chairman and CEO.

 

 

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