How are vacancies on the Board filled?
The Governance Committee of the Board of Directors is charged with making nominations and recommendations concerning new director candidates in view of pending apitions, resignations or retirements. The Bylaws provide that the Board may elect a director to fill a vacancy resulting from the death, resignation, retirement, disqualification or removal from office of a director, and such director shall have the same remaining term as that of his or her predecessor. A director shall hold office until the Annual Meeting of Shareholders for the year in which such director’s term expires and until his or her successor shall be elected and qualified, subject, however, to prior death, resignation, retirement, disqualification or removal from office.
