This excerpt taken from the RKT DEF 14A filed Dec 23, 2005.
Compensation Committee. Messrs. Felker, Gellerstedt, and Spiegel are members of the compensation committee. The board of directors has determined that all members of the committee are independent. See Election of Directors Corporate Governance Director Independence above. Mr. Gellerstedt is chairman of the committee.
The purpose of the compensation committee is to assist the board of directors in fulfilling its responsibilities with respect to compensation of our executives and non-employee directors. The committees principal duties and responsibilities are to do the following:
(1) except to the extent that the committee elects to seek the approval of the board of directors with respect thereto,
(2) except the extent that the committee delegates such responsibility to the CEO or elects to seek the approval of the board of directors with respect thereto,
(3) adopt, amend and administer our equity plans, cash-based long-term incentive compensation plans and non-qualified deferred compensation plans, except as otherwise provided in such plans;
(4) make recommendations to the board of directors with respect to compensation of our non-employee directors; and
(5) prepare the report from the committee required by applicable law to be included in our annual proxy statement.
The compensation committee held two meetings during fiscal 2005.