VEXP » Topics » Committee Membership

This excerpt taken from the VEXP DEF 14A filed Jun 16, 2006.

Committee Membership

The Committee shall be appointed by the Board and shall comprise at least three directors. No member of the Committee shall have a material relationship with the Company and each member of the Committee shall be independent of the Company’s management and the Company under the rules of the Securities and Exchange Commission (the “SEC rules”) and The Nasdaq Stock Market, Inc. (the “NASDAQ rules”). Each member of the Committee shall be financially literate, and at least one member shall have accounting or related financial management expertise so as to meet the criteria for an “audit committee financial expert” as defined by the SEC rules. Any member of the Committee may be removed, with or without cause, by the approval of a majority of the independent directors then serving on the Board. The Board may fill any vacancies on the Committee by a majority vote of the directors then in office.

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