Attendance and Meetings
All members of the Committee shall endeavor to be present, in person or by telephone, at all meetings; however, two Committee members shall constitute a quorum.
The Committee shall meet as often as it deems necessary in order to perform its responsibilities.
The Committee shall keep such records of its meetings, as it deems appropriate.
The Committee shall have the resources and authority appropriate to discharge its responsibilities, including the authority to retain outside advisors at the expense of the company, including, without limitation, legal counsel or compensation consultants.
The Committee may form and delegate authority to one or more subcommittees as it deems appropriate from time to time under the circumstances.
The Committee shall have such additional authority and duties as the Board by resolution shall prescribe