MISSION
Identify and recruit nominees for election to the board of directors who can make a long-term positive contribution to the governance of the Company.
COMPOSITION
Outside directors, each of whom shall be independent under all applicable laws and regulations
RESPONSIBILITIES
Submit to the board nominations of qualified incumbent directors and
others for election to the board of directors.
Anticipate vacancies due to retirement or board expansion.
Where extraordinary circumstances warrant, recommend removal of a
director.
Establish procedures and criteria for considering nominees recommended
by shareholders (such procedures are required disclosure in the Company's
proxy or information statement for the annual shareholders' meeting).
Develop criteria for board membership.
ADOPTED
March 18, 2004
