Required Committess
The Board shall at all times maintain a Nominations And Qualifications Committee, an Audit Committee, and a Compensation, Conflicts And Business Ethics Committee, with the membership qualifications and duties described later in these Guidelines. The Board may also, from time to time, establish or maintain additional committees of the Board, including an Executive Committee. If an Executive Committee is established, it will have the powers and authority as specified in the Charter Documents.

Member Selection Process
The members of the Nominations And Qualifications Committee shall be selected by the full Board by majority vote. The Nominations And Qualifications Committee shall make a recommendation to the full Board relative to the appointment of the members of the Audit Committee and the Compensation, Conflicts And Business Ethics Committee, which recommendations shall be subject to approval by a majority of the full Board. Appointments to any other committees shall be determined by a process approved by the full Board by a majority vote.

Temporary Members
Temporary members may be appointed to any committee whenever necessary for the committee to act, including instances where the full membership of the committee is unable or unqualified to act.