In November 2004, the Financial Times’ annual survey of 1,100 CEOs from around the world recognized the board’s commitment by rating the Company number one in corporate governance. As part of its oversight of management, in 2004, our outside board members made 30 visits to GE businesses. The board also received special briefings on a variety of strategic issues, including: financial structure, controllership and financial risk, technology, security, the competitive strategy of each business, compliance and corporate social responsibility. The board and each of its committees conducted a thorough self-evaluation as part of its normal governance cycle. Each of the committees recommended changes to its key practices and the board updated GE’s governance principles. Each of these documents is published in the Governance section of the GE Web site at www.ge.com/governance.
The GE board held 10 meetings in 2004. In December, the board voted to increase GE’s quarterly dividend for the 29th consecutive year. The Audit Committee, composed entirely of independent directors, held 10 meetings to review the activities and independence of GE’s external auditors and the activities of GE’s internal audit staff. It also reviewed our progress in implementing the internal control requirements of Section 404 of The Sarbanes-Oxley Act of 2002 and compliance with key GE policies and applicable laws. The Management Development and Compensation Committee, composed entirely of independent directors, in nine meetings approved all executive compensation actions for our executive officers and reviewed all executive compensation plans, policies and practices, changes in executive assignments and responsibilities, and key succession plans. The Nominating and Corporate Governance Committee, composed entirely of independent directors, met four times to consider GE’s response to corporate governance trends and to nominate directors. The Public Responsibilities Committee, in three meetings, reviewed GE’s litigation matters, policy issues relating to security, and GE’s policy on charitable contributions.
Finally, we are grateful for the energetic, insightful and constructive service given to GE by Ken Langone, who has decided not to stand for re-election to the board.







Retired James E. Robison Professor of Business Administration, Harvard Graduate School of Business, Boston, Mass. Director since 1997.

Chairman, President and Chief Executive Officer, Invemed Associates, LLC, investment banking and brokerage, New York, N.Y. Director since 1999.

