Board Committees

AUDIT COMMITTEE

The primary function of the Audit Committee is to oversee the financial information provided to shareholders, the corporate accounting and financial reporting practices, the systems of internal financial controls, which management and the Board have established, and the audit process. In performing its duties, the committee maintains effective working relationships with the Board, management and the external auditors.

Committee Members:

Peter Weidhorn, Chair   W. Michael Gilley   Mike Gilley

Audit Committee Charter

MANAGEMENT COMPENSATION COMMITTEE

The purpose of the Compensation Committee is to establish and administer our executive compensation plan.

Committee Members:

Paul Chrysson, Chair   Stephen Blank    Peter Weidhorn

Management Compensation Committee Charter

NOMINATING COMMITTEE

The Nominating Committee assists our Board of Directors in identifying qualified individuals to become members of our Board, in recommending to the Board from time to time the member who should serve as Chairman of the Board, in determining the composition of the committees of the Board, in monitoring a process to assess Board effectiveness and in developing and implementing our corporate governance guidelines.

Committee Members:

Peter Weidhorn, Chair   Stephen Blank   Paul Chrysson

Nominating Committee Charter