2003 Committee Charter : PKI A. Purpose
The Finance Committee shall consider and approve the specific terms of debt and equity securities to be issued by the Company and indebtedness and off-balance sheet transactions to be entered into by the Company ("Capital Transactions"), and modifications of Capital Transactions previously approved by the Board of Directors or the Finance Committee, within the limits set forth in this charter.
If the Chief Executive Officer is a Director, he or she shall be a member of the Committee. If the Chief Executive Officer is not a Director, the Chairman of the Board of Directors shall be a member of the Committee. The Board of Directors shall appoint such other members of the Committee as the Board considers appropriate. The Board shall appoint a Chair of the Committee, who shall be an outside Director.
The Committee shall have the authority to approve Capital Transactions, and modifications to previously-approved Capital Transactions. The authority of the Committee shall not in any way diminish any authority conferred by the Board of Directors upon officers of the Company to approve or modify Capital Transactions.
D. Administrative Matters
The Company's General Rules Governing Committees of the Board of Directors are incorporated herein by reference and made a part of this charter.