(Approved February 10, 2005)
The Finance Committee is appointed by the
Board to review the Corporation’s financial affairs and make such
recommendations to the Board of Directors pertaining thereto as the
Committee may consider in the best interests of the Corporation.
Among its duties, the Committee shall:
1. Review the Corporation’s capital
structure, financial arrangements, capital spending and acquisition and
2. Review the current and
anticipated financial requirements related to the Corporation’s annual
and long-range plans.
3. Consider, and make
recommendations to the Board of Directors with respect to, the dividend
policy of the Corporation.
4. Review the annual budget for
5. Exercise all of the powers and
responsibilities of the Board of Directors with respect to the prudent
management and investment of funds of all of the pension, savings and
welfare plans sponsored by the Corporation or any of its subsidiaries
except with respect to those matters which by the terms of such plans or
their related trusts have been reserved to the Board of
Operational Matters; Reports
The Committee shall have the power to
delegate any and all of the powers and responsibilities set forth in item
5 above to the Pension Investment Review Committee, except for the
- Review and approve investment program policy;
- Review and approve funding program policy;
- Review the performance of the plan investment programs;
- Determine the size and membership of the Pension Investment Review
- Provide periodic reports to the Board of Directors including an
annual report on the status of the investment programs; and
- Review the performance of the Pension Investment Review
The Committee may form and delegate
authority to subcommittees when appropriate.
The Committee shall annually review its
performance. In addition, the Committee shall review and reassess
the adequacy of this Charter annually and recommend to the Board any
changes it considers necessary or advisable.
The Committee shall make periodic reports
to the Board.