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This excerpt taken from the LLTC DEF 14A filed Sep 23, 2009. Role and Authority of Compensation Committee The Compensation Committee consists of Messrs. Lee, Moley and Volpe. Each member of the Compensation Committee is a “non-employee director” within the meaning of Rule 16b-3 under the Securities and Exchange Act of 1934, and an “outside director” within the meaning of Section 162(m) of the Internal Revenue Code, and satisfies the independence requirements imposed by Nasdaq. The Compensation Committee is responsible for discharging the responsibilities of the Board with respect to the compensation of the Company's executive officers and meets on a regular quarterly basis. The Compensation Committee reviews and approves each of the elements of the executive officer compensation program of the Company and regularly assesses the effectiveness and competitiveness of the program. The 22 Compensation Committee either itself approves or recommends approval of equity awards to the Board, which also meets on a regular quarterly basis. Management provides recommendations to the Compensation Committee regarding most compensation matters, including executive officer and director compensation. The Compensation Committee evaluates management's proposals in order to reach a decision on the appropriate level of compensation. The Compensation Committee has the ultimate authority to make decisions with respect to the compensation of the executive officers, but may, if it chooses, delegate any of its responsibilities in accordance with the Committee's charter. This excerpt taken from the LLTC DEF 14A filed Sep 23, 2008. Role and Authority of Compensation Committee The Compensation Committee consists of Messrs. Lee, Moley and Volpe. Each member of the Compensation Committee is a “non-employee director” within the meaning of Rule 16b-3 under the Securities and Exchange Act of 1934, and an “outside director” within the meaning of Section 162(m) of the Internal Revenue Code, and satisfies the independence requirements imposed by Nasdaq. The Compensation Committee is responsible for discharging the responsibilities of the Board with respect to the compensation of the Company’s executive officers and meets on a regular quarterly basis. The Compensation Committee reviews and approves each of the elements of the executive officer compensation program of the Company and regularly assesses the effectiveness and competitiveness of the program. The Compensation Committee either itself approves or recommends approval of equity awards to the Board, which also meets on a regular quarterly basis. 14 Regarding most compensation matters, including executive officer and director compensation, management provides recommendations to the Compensation Committee. The Compensation Committee evaluates management’s proposal in order to reach a decision on the appropriate level of compensation. The Compensation Committee has the ultimate authority to make decisions with respect to the compensation of the executive officers, but may, if it chooses, delegate any of its responsibilities to subcommittees, in accordance with the Committee’s charter, although to date it has not done so. This excerpt taken from the LLTC DEF 14A filed Sep 26, 2007. Role and Authority of Compensation Committee The Compensation Committee consists of Messrs. Lee, Moley and Volpe. Each member of the Compensation Committee is a "non-employee director" within the meaning of Rule 16b-3 under the Securities and Exchange Act of 1934, and an "outside director" within the meaning of Section 162(m) of the Internal Revenue Code, and satisfies the independence requirements imposed by NASDAQ. The Compensation Committee is responsible for discharging the responsibilities of the Board with respect to the compensation of the Company's executive officers and meets on a regular quarterly basis. The Compensation Committee reviews and approves each of the elements of the executive officer compensation program of the Company and regularly assesses the effectiveness and competitiveness of the program. The Compensation Committee either approves itself or recommends approval of equity awards to the Board, which also meets on a regular quarterly basis. 12 Regarding most compensation matters, including executive officer and director compensation, management provides recommendations to the Compensation Committee. The Compensation Committee evaluates management's proposal in order to reach a decision on the appropriate level of compensation. The Compensation Committee has not delegated any of its powers or responsibilities to others in approving compensation. | EXCERPTS ON THIS PAGE:
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