Governance
For Chevron, good corporate governance means having structures and processes in place to make sure that the Company's decisions and actions are in the best interests of our stockholders. It also means being transparent with and responsive to our stockholders. We engage with our stockholders through reports, press releases, the Company's website, and meetings to discuss governance, financial, environmental, social and policy issues. Stockholders can direct inquiries to the Board of Directors and submit proposals for inclusion in our Proxy Statement.
We understand that effective corporate governance, including an independent Board for which all Directors stand for election every year, is critical to our long-term success. Eleven of our 13 Directors are nonemployees and independent; the Board annually elects a chairperson; and we have an independent Lead Director. Since 2008, we have added 10 new Directors. Chevron's Restated Certificate of Incorporation and By-Laws do not contain supermajority vote provisions, and stockholders have the right to call for special meetings and recommend Director candidates to the Board. In addition, we have a policy to obtain stockholder approval of any stockholder rights plan. More information can be found at Chevron.com/CorporateGovernance.
Business Ethics
Chevron takes the conduct of its employees seriously and requires questionable conduct to be reported. This may include, for example, violations of Company policy or of the Chevron Business Conduct and Ethics Code. One reporting method is the Chevron Hotline, which is operated offsite by Global Compliance Services (AlertLine®), an independent agent.