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The Board of Directors of the Company has a standing
Audit Committee and a Compensation Committee. The Audit
Committee has the authority and duty to select the independent
auditors to be engaged as the Company’s independent
auditors, and to evaluate the performance provided by
the Company’s independent auditors. The Audit
Committee also assesses the Company’s internal
accounting controls, reviews the Company’s financial
disclosures and takes such other action as it deems
appropriate to ensure the appropriate safeguarding of
the Company’s assets and accounting of its assets
and liabilities. In October 2003, the Board of Directors
adopted a revised written charter for the Audit Committee,
delineating the Audit Committee’s functions, powers
and duties. To see a copy of the Audit Committee Charter,
please click here. The members
of the Audit Committee are Mr. Parente, Mr. Thom and
Mr. Mauro.
The Compensation Committee reviews the Company’s
compensation practices and benefit plans, determines
the compensation of the Company’s executive officers,
approves goals for Company-wide incentive plans and
evaluates performance against these goals. In April
2004, the Board of Directors adopted a written charter
for the Compensation Committee, delineating the Compensation
Committees functions, powers and duties. To see a copy
of the Compensation Committee Charter, please click
here. The members of the Compensation Committee are
Mr. Mauro, Mr. Parente and Mr. Thom.
The Company does not have a nominating committee.
The Board of Directors has, however, adopted the following
resolutions that address the procedures to be followed
in identifying candidates for membership on the Board
of Directors:
The Board members who satisfy the definition of “independent”
under the listing standards of the American Stock Exchange
(AMEX) will:
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