Corporate Governance Highlights

The Company is dedicated to maintaining the highest standards of business conduct and ethical behavior for each member of its Board of Directors, management team, employees and agents world-wide through its Code of Conduct. The Board of Directors maintains committees to actively guide and oversee the key elements of corporate governance. Management is charged with on-going responsibility for these high standards across the organization and for leading by example.

Following are links to the Code of Conduct and Board of Directors committee charters. These documents are displayed as Adobe Acrobat pages, for clear printing or downloading, as needed. To install the free Adobe Acrobat browser plug-in, go to

Audit Committee
The Board of Directors Audit Committee assists the Board in its responsibilities to oversee financial reporting, legal and regulatory compliance, independent auditors' qualifications and independence and performance of independent and internal auditors. The Audit Committee also prepares a committee report for the annual proxy statement according to the requirements of the Securities Exchange Act of 1934 (click to view committee charter).

Compensation and Development Committee
The Board of Directors Compensation and Development Committee is responsible for the Company's policies, programs and procedures for executive compensation. This committee also advises the Company regarding executive development and succession planning (click to view committee charter).

Nominating and Corporate Governance Committee
The Board of Directors Nominating and Corporate Governance Committee is responsible for identifying and recommending to the Board the director nominees to be elected by the stockholders at the annual meeting of stockholders. This committee also develops and recommends to the Board the Corporate Governance Guidelines applicable to the Company, leading the Board in its annual review of the Board's performance and recommending to the Board director nominees for each Board committee (click to view committee charter) and (click to view corporate governance guidelines).

Code of Conduct
The Company's Code of Conduct governs business ethics for all directors, officers, employees and agents world-wide (click to view Code of Conduct).

Ethics Hotline
The Company uses a toll-free phone service that individuals may use to report possible illegal or unethical behavior to the Company's Internal Audit and Legal departments and the Audit Committee of the Board of Directors. Reports can also be made online at The Ethics Hotline is operated by The Network, an independent, third-party organization that specializes in handling sensitive information. Calls or online reports to the Ethics Hotline will be kept confidential and callers may remain anonymous, if they wish. To reach the Ethics Hotline from the U.S. or Canada, call 1-877-888-0002. From outside the U.S. or Canada, dial 1-770-810-1147. The Ethics Hotline operates 24 hours, seven days a week.