1.3.2 - Corporate Governance Tracking Requirements
under NASDAQ Rules Compliance Due by 2004 Annual Meeting of Stockholders



Full Board of Directors
Board independence rules Board to be comprised of a majority of independent directors who meet in regular executive sessions; independent directors may not: receive more than $60,000 per year other than for board service, be a family member of a company’s executive officer, or be a former employee of a company’s outside auditor within the last 3 years; directors who are not independent due to interlocking compensation committees or the receipt of more than $60,000 other than for board service subject to three year “cooling off” period.
Increased role of independent directors in compensation and nomination decisions Director nominations shall be approved by either a majority of the independent directors or by an independent nominating committee; CEO compensation shall be approved by either a majority of the independent directors or by an independent compensation committee in a meeting at which the CEO may be present.
Code of conduct for employees and directors Code applies to all directors and employees; code must be publicly disclosed; waivers for executive officers and directors may only be granted by the board and must be disclosed.
Audit Committee
Empower audit committees  
Review committee charter Review charter to ensure that committee member requirements and committee standards are codified.
Adopt whistle blower policy Establish procedures for dealing with external complaints regarding the company’s accounting or employee whistle blowing.
Authority regarding audit services Audit committees shall: have the sole authority to appoint, determine compensation for and oversee outside auditors, approve in advance all permissible non-audit services, have the authority to engage and determine compensation for independent counsel and other advisors, and establish procedures for dealing with complaints concerning accounting and auditing matters.
Audit committee standards All audit committee members shall be able to read and understand financial statements at the time of their appointment; non-independent directors may not serve on the audit committee for more than two years and may not chair the audit committee; at least one member of the audit committee shall have past professional experience in finance or accounting or other qualifications making him or her sophisticated in financial matters.
Audit committee member independence rules Audit committee members shall not receive any payment other than for board or committee service; Audit Committee members may not own or control more than 20% of a company’s voting securities.
Reporting
Going concern qualification disclosure A going concern “qualification” in an audit opinion shall be disclosed in a press release.

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