OSIP » Topics » (As amended April 10, 2009)

This excerpt taken from the OSIP DEF 14A filed Apr 29, 2009.
(As amended April 10, 2009)
 
I.  PURPOSE
 
The Compensation Committee is appointed by the Board of Directors to review and approve the Corporation’s compensation and benefit programs.
 
II.  COMMITTEE MEMBERSHIP
 
The Committee will be composed of at least three directors. All members of the Committee shall satisfy the definition of “independent” under the listing standards of The Nasdaq Stock Market (“Nasdaq”). The Committee members will be appointed by the Board and may be removed by the Board in its discretion. The Chairman of the Committee will be designated by the Board. The Committee shall have the authority to delegate any of its responsibilities to one or more subcommittees as the Committee may from time to time deem appropriate. Each such subcommittee shall consist of one or more members of the Committee. The Committee shall also have the authority to delegate any of its administrative or other responsibilities to executive officers or other employees of the Corporation where such delegation is consistent with applicable law and Nasdaq listing standards.
 
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