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Finance Committee Charter

(Approved February 10, 2005)

 

Purpose

 

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. 

 

Responsibilities

 

Among its duties, the Committee shall:

1. Review the Corporation’s capital structure, financial arrangements, capital spending and acquisition and disposition plans.

 

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 corporate contributions.

 

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 Directors.

 

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 following:

  • 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 Committee;
  • 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 Committee.

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.