Our Board of Directors is our senior decision-making group. The ten people who currently serve on our Board are responsible for overseeing the management and business decisions of the Company. The Board is responsible for selecting our executive management team, as well as for approving major corporate transactions and for reviewing and monitoring various aspects of our corporate affairs.
Our Board is chaired by Mr. Milton Carroll, one of our nine independent directors. Our Chief Executive Officer, Mr. David M. McClanahan, serves as a member of our Board, but does not serve as a member of any of its committees or receive additional compensation for his service as a director. He is the only officer serving on the Board.
The Board of Directors appoints committees of its members to help carry out its responsibilities. Currently, standing committees of the Board are the following:
| Audit Committee |
| Compensation Committee |
| Finance Committee |
| Governance Committee |
Our Board meets throughout the year with each of the Board committees typically meeting at least four times during the year. Directors are expected to attend annual meetings of shareholders. The Board of Directors routinely meets in executive sessions chaired by our Chairman, without members of management present, to consider matters requiring the Board's attention.
We have a code of Ethics for our Chief Financial Officer and Senior Financial Officers. Information regarding any amendments to or waivers of provisions of that code will be published on our website. We also have an Ethics and Compliance Code applicable to directors, officers and employees. Any waivers of this code with respect to executive officers or directors of the Company may be made only by the Board of Directors or one of its committees and will be disclosed to shareholders.
| Directors and Leadership | View | ||
|---|---|---|---|
| Board of Directors & Committee Composition |  |
||
| Leadership | |
||
| Governance Documents | View | ||
| Ethics and Compliance Code |  15.9 MB |
||
| Code of Ethics for Chief Executive Officer and Senior Financial Officers |
|
58.5 KB |
|
| Corporate Governance Guidelines |
|
34.3 KB |
|
| Audit Committee Charter |
|
37.5 KB |
|
| Compensation Committee Charter |
|
95.8 KB |
|
| Finance Committee Charter |
|
24.1 KB |
|
| Governance Committee Charter |
|
25.3 KB |
|
| Articles of Incorporation |
|
217.0 KB |
|
| Amended and Restated Bylaws |
|
84.4 KB |
|
| Section 16 Filings | |
||
You will need Adobe® Reader® to view PDF documents. Download a free copy from the Adobe website.