This excerpt taken from the HAS DEF 14A filed Apr 6, 2009.
PROPOSAL TO APPROVE THE 2009 SENIOR MANAGEMENT ANNUAL
(Proposal No. 3)
On February 5, 2009, the Board adopted the 2009 Senior Management Annual Performance Plan (the 2009 Performance Plan), subject to shareholder approval. The Companys existing 2004 Senior Management Annual Performance Plan (the 2004 Performance Plan), which was designed to enable the Company to make awards that qualify as performance based compensation exempt from the tax deduction limitations of Section 162(m) of the Internal Revenue Code (the Code), was approved by the Companys shareholders in 2004. As such, under the requirements of Section 162(m) of the Code, the last year in which awards made under the 2004 Performance Plan may qualify as performance based compensation is 2009. To qualify awards which may be made in 2010 and thereafter as performance based compensation under Section 162(m) of the Code, the Company is proposing the 2009 Performance Plan for shareholder approval.