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Corporate Governance

2013 Annual Report

Fellow Shareholders:

Throughout its history, U.S. Bancorp has operated with a tradition of uncompromising honesty and integrity. Strong corporate governance has aided this tradition. U.S. Bancorp’s system of corporate governance is based on the belief that outstanding corporate governance promotes ethical business practices. We know that sound corporate governance is vital to the continued success of U.S. Bancorp and the entire financial services industry.

Our strong, highly independent Board of Directors leads our system of corporate governance. All of our directors are skilled business leaders. Each of the Board of Directors’ Audit Committee, Compensation Committee and Governance Committee is composed entirely of independent outside directors. Our Board of Directors knows that its primary responsibility is to provide effective governance over U.S. Bancorp’s affairs for the benefit of our shareholders. The Board has implemented Corporate Governance Guidelines to provide guiding principles for and insight into our system of corporate governance. The Board annually reviews and updates these Guidelines.

Our shareholders, customers, communities and employees demand—and deserve—to do business with companies they can trust. We have implemented a Code of Ethics and Business Conduct that applies to our directors, officers and all of our employees. We train our employees and require annual certifications that they understand their duties with respect to the Code. The content of the Code is based not solely on what we have the right to do, but, even more importantly, on what is the right thing to do.

Our ethical standards have rewarded us with an enviable reputation in today’s marketplace—a marketplace where trust is hard to earn. We strive to create corporate governance standards that are higher than any legal minimum because our business is built on a commitment of trust. We will not forget our commitment and intend to continue to build on this commitment throughout our future.

Richard K. Davis
Chairman, President and Chief Executive Officer


Board of Directors

Executive Officers

Insider Transactions


Corporate Governance Guidelines

Code of Ethics


Political Contribution Policy and Reports


Disclosure Committee

Corporate Governance Documents

CEO/CFO Certifications

Contact our Directors



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