COMMITTEES
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Board
Member/Committee
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Executive
Committee
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| Robert M. Thornton, Jr. |
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| Dr. Steven J. Baileys |
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| Michael W. Hall |
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| Howard E. Turner |
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C = denotes chairperson
The Audit Committee meets with Company personnel and representatives of the Company’s independent public accountants to review internal accounting controls, internal auditing procedures and matters relating to the annual audit of the Company’s financial statements. The Committee reports its findings and recommendations to the Board of Directors. The Committee previously adopted a written charter for the Audit Committee. All the members of the committee are independent as defined in Section 121(A) of the American Stock Exchange’s listing standards.
The Executive Committee is empowered to exercise all of the authority of the Board of Directors except as to matters not delegable to a committee under the General Corporation Law of Ohio.
The Executive Compensation Committee acts in an advisory capacity to the Board of Directors with respect to the compensation of the Company’s executives.