DVN » Topics » Director Independence

This excerpt taken from the DVN DEF 14A filed Apr 24, 2009.
Director Independence
 
In accordance with our Corporate Governance Guidelines, the Board considered transactions and relationships between each Director or any member of the Director’s immediate family and us, our subsidiaries and affiliates. The Board has affirmatively determined that each of the current Directors, with the exception of our Chairman and CEO, J. Larry Nichols, and our President, John Richels, is an independent Director as defined by the standards for director independence established by applicable laws, rules, and listing standards, including, without limitation, the standards for independent directors established by the NYSE and the SEC, have no material relationship with us that would interfere with the exercise of independent judgment and, therefore, is independent under our Corporate Governance Guidelines and standards established by the NYSE.
 
Director Independence
 
In accordance with our Corporate Governance Guidelines, the Board considered transactions and relationships between each Director or any member of the Director’s immediate family and us, our subsidiaries and affiliates. The Board has affirmatively determined that each of the current Directors and Peter J. Fluor, who served as a Director for a portion of 2007, with the exception of our Chairman and Chief Executive Officer, J. Larry Nichols, and our President, John Richels, is an independent Director as defined by the standards for director independence established by applicable laws, rules, and listing standards, including, without limitation, the standards for independent directors established by the NYSE, and the SEC, have no material relationship with us that would interfere with the exercise of independent judgment and, therefore, is independent under our Corporate Governance Guidelines and the NYSE.
 
Director Independence
 
Our Corporate Governance Guidelines, including a definition of director independence, complies with the NYSE listing standards. The full text of our Corporate Governance Guidelines may be found on our website at www.devonenergy.com.
 
Pursuant to our Corporate Governance Guidelines, the Board considers transactions and relationships between each Director or any member of his immediate family and us and our subsidiaries and affiliates. Applying our Corporate Governance Guidelines, the Board has affirmatively determined that each of the current Directors, with the exception of our Chairman and Chief Executive Officer, J. Larry Nichols, has no material relationship with us that would interfere with the exercise of independent judgment and, therefore, is independent under our Corporate Governance Guidelines and the listing standards of the NYSE. The Board noted that the father of Director, J. Todd Mitchell, owns indirectly a majority interest in a company whose services we utilize. However, the Board determined that this relationship was not material to us, the Director or to the other company. See “Related Party Transactions”.
 
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