| Board of Directors |
Size of Board |
11 members |
Number of Independent Directors |
10 |
Separate Chairman & CEO |
No |
Classified Board |
Yes |
Number of Board meetings held in 2009 |
8 |
Board is elected by majority of shares outstanding |
Yes |
Annual Board Evaluation |
Yes |
Each director serves on fewer than six boards of directors |
Yes |
Mandatory retirement age for directors |
Yes |
Directors are required to submit a resignation upon a substantive change in career |
Yes |
| Board Committees |
Audit Committee
Independent Audit Committee |
Yes |
Number of Financial Experts on Audit Committee |
5 |
Number of Audit Committee meetings held in 2009 |
10 |
Audit Committee members serve on three or less public company audit committees |
Yes |
Compensation Committee
Independent Compensation Committee |
Yes |
Number of Compensation Committee meetings held in 2009 |
6 |
Corporate Governance and Nominating Committee
Independent Corporate Governance and Nominating Committee |
Yes |
Number of Corporate Governance and Nominating Committee meetings held in 2009 |
5 |
Finance Committee
Independent Finance Committee |
Yes |
Number of Finance Committee meetings held in 2009 |
6 |
Governance Polices and Practices
Corporate Governance Guidelines approved by the Board |
Yes |
Outside Directors hold meetings without management present |
Yes |
Disclosure Committee function for financial reporting practices |
Yes |
Corporate Compliance Program |
Yes |
Code of Ethics |
Yes |
Finance Code of Ethics |
Yes |
Stock ownership guidelines for Management |
Yes |
Stock ownership guidelines for Directors |
Yes |