Corporate Governance

Corporate Governance Guidelines

Adopted September 18, 2018 to cover:

  • Role and Composition of the Board of Directors

  • Board Functions

  • Committee Functions

  • Periodic Review of Corporate Governance Principles

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Code of Business Conduct and Ethics

Adopted on September 18, 2018 to:

  • Promote honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest;

  • Promote full, fair, accurate, timely and understandable disclosure;

  • Promote compliance with applicable laws and governmental rules and regulations;

  • Ensure the protection of the Company’s legitimate business interests, including corporate opportunities, assets and confidential information; and

  • Deter wrongdoing.

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Insider Trading Policy

Adopted on September 18, 2018

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Non-Employee Director Compensation Policy

Adopted December 18, 2017 and Effective January 1, 2018

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Audit Committee Charter

Adopted on December 18, 2016 to cover:

  • Audit Committee (“AC“)

  • Duties

  • Quorum of Attendance, Vote, Majority Required

  • Meetings and Minutes

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Nominating and Corporate Governance Committee Charter

Adopted on September 19, 2017 to cover:

  • Purpose

  • Organization

  • Responsibilities

  • Reporting

  • Management Support

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Compensation Committee Charter

Adopted on September 19, 2017 to cover:

  • Purpose

  • Organization

  • Responsibilities

  • Reporting

  • Management Support

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