Throughout its history, American Express has been guided by a value system that emphasizes integrity and trust at all levels of the organization. We have longstanding policies and practices to ensure that our Company is managed with integrity and in our shareholders' best interests. In addition, we are committed to upholding sound principles of corporate governance and to meeting the requirements of federal and state law and the rules of the New York Stock Exchange. In January 2003, the Board of Directors updated and affirmed the Company's Corporate Governance Principles which, along with the charters of the Board Committees and the Company's Code of Conduct for employees, provide the framework for the governance of the Company.

In November 2003 American Express Company announced the appointment of Stephen P. Norman to the newly created position of Corporate Governance Officer. The Corporate Governance Officer responsibilities include providing key support to the board of directors regarding the development and implementation of appropriate governance practices and formulating and recommending sound governance principles.

The Company's Corporate Governance Principles address matters such as composition and size of the Board, director qualifications, independence of directors, director responsibilities, frequency of Board meetings (including meetings to be held without the presence of management), the Board's access to members of management and outside experts, share ownership guidelines for directors and ways for shareholders or others to communicate their concerns to the Board.

The Board has the following four standing Committees:

• The Audit and Risk Committee, which is comprised solely of independent non-employee directors and assists the Board in its oversight of the Company's financial reporting process, including the Company's system of internal controls;
  
  
• The Compensation and Benefits Committee, which is comprised solely of independent non-employee directors and has oversight responsibility for the compensation and benefit programs for executive officers and other employees;
  
  
• The Nominating and Governance Committee, which is comprised solely of independent non-employee directors and considers and recommends candidates for election to the Board, advises the Board on director compensation, oversees the annual performance evaluations of the Board and Board Committees and advises the Board on corporate governance matters; and
  
  
• The Public Responsibility Committee, which reviews our practices that affect the communities in which we work and the public interest in general.

The Company's Code of Conduct sets forth the guiding principles of business ethics and certain legal requirements applicable to all American Express employees.

American Express Company believes that active engagement in the public policy arena is an important part of responsible corporate citizenship and is vital to the democratic process. Learn more about the company's Political Activities including annual U.S. political contributions.