This excerpt taken from the HSY 10-Q filed Nov 9, 2005.
ARTICLE IV COMMITTEES OF THE BOARD OF DIRECTORS
Section 1. Standing Committees. The standing committees of the Board of Directors shall be the Audit Committee, the Compensation and Executive Organization Committee, the Committee on Directors and Corporate Governance, and the Executive Committee. The charter setting out the powers and duties of each standing committee shall be set by resolution of the Board.
Section 2. Other Committees. The Board of Directors may appoint other committees for such general or special purposes and for such terms as may be established by the Board, and the Board may delegate to any such committees such powers and duties of the Board as the Board may in its discretion determine.
Section 3. Committees, Meetings, Quorum and Manner of Acting. Stated and special meetings of the standing and other committees of the Board of Directors shall be held and notice thereof given in the same manner provided for meetings of the Board. The provisions of these By-laws relating to the determination of a quorum, the manner of acting, and participation by conference telephone at meetings of the Board shall apply to the standing and other committees of the Board.