Nominating and Governance Committee Charter
The current members of our Nominating and Governance Committee are Ms. Arway, Mr. Grauer, and Mr. Nehra, all of whom are independent directors. Our Lead independent director, Mr. Grauer, is the Chair of our Nominating and Governance Committee.
Our Nominating and Governance Committee's principal functions are:
- Oversee the composition, structure, operation and evaluation of the Board;
- Establish and oversee the process for evaluating the independence, contribution, and effectiveness of incumbent Board members;
- In coordination with the Board, identify, evaluate and recommend for nomination, appointment or election to the Board, as and when appropriate, candidates to fill Board vacancies or to stand for election to the Board by the Company’s stockholders;
- Recommend to the Board corporate governance principles and policies, and, in coordination with other Committees and/or the Board, as appropriate, monitor compliance with adopted principles and policies; and
- Establish and oversee procedures for stockholder communications with the Board.