2003 Committee Charter : HGGR

The Board of Directors of Haggar Corp. (the "Company") has established the
Nominating & Governance Committee of the Board of Directors of the Company (the
"Board").

Purposes

The purposes of the Nominating & Governance Committee are:

o To assist the Board by identifying individuals qualified to become
Board members, and to recommend to the Board the director nominees for
election at the annual meetings of stockholders or for appointment to
fill vacancies;

o To recommend to the Board director nominees for each committee of the
Board;

o To advise the Board about appropriate composition of the Board and its
committees;

o To advise the Board about and recommend to the Board appropriate
corporate governance practices and to assist the Board in implementing
those practices;

o To lead the Board in its annual review of the performance of the Board
and its committees;

o To assist the Board by developing a CEO succession plan; and

o To perform such other functions as the Board may assign to the
Nominating & Governance Committee from time to time.

Composition

The Nominating & Governance Committee shall consist of at least two
members, all of whom are members of the Board. One of the members shall serve
as the chairperson of the Nominating & Governance Committee. Each member of the
Nominating & Governance Committee shall satisfy the independence requirements
of the rules of the Nasdaq Stock Market, Inc.

The Board shall appoint the members of the Nominating & Governance
Committee. The chairperson of the Nominating & Governance Committee shall be
designated by the Board or, if no such designation is made, shall be selected
by the affirmative vote of the majority of the Nominating & Governance
Committee. The Board may remove or replace the chairperson and any other member
of the Nominating & Governance Committee at any time.

Authority and Responsibilities

The Nominating & Governance Committee is delegated all authority of the
Board as may be required or advisable to fulfill the purposes of the Nominating
& Governance Committee. The Nominating & Governance Committee may form and
delegate some or all of its authority to subcommittees when it deems
appropriate. Without limiting the generality of the preceding statements, the
Nominating & Governance Committee shall have authority, and is entrusted with
the responsibility, to do the following actions.

1. The Nominating & Governance Committee shall prepare and recommend to
the Board for adoption appropriate corporate governance guidelines and
modifications from time to time to those guidelines.

2. The Nominating & Governance Committee shall prepare and recommend to
the Board for adoption a CEO succession plan and modifications from
time to time to such plan.


3. The Nominating & Governance Committee shall actively seek individuals
qualified to become board members for recommendation to the Board. The
Nominating & Governance Committee's assessment as to the
qualifications of Board member candidates shall include consideration
of skills, experience, and diversity in the context of the needs of
the Board.

4. The Nominating & Governance Committee shall establish, review and
modify as appropriate policies and procedures for submission of
recommendations for director candidates by stockholders to the
Nominating & Governance Committee and evaluating nominees for director
recommended by stockholders.

5. The Nominating & Governance Committee shall seek to provide that the
majority of the members of the Board are independent directors and
that each committee of the Board contains exclusively or, if
appropriate, a majority of members that are independent to the extent
required by law, applicable listing standards, the Company's charter
or bylaws, or the Company's corporate governance guidelines.

6. The Nominating & Governance Committee shall determine whether or not
each director and each prospective director of the Company is
independent, disinterested, or a non-employee director under the
standards applicable to the committees on which such director is
serving or may serve. The Nominating & Governance Committee may survey
any and all of the directors and prospective directors to determine
any matter or circumstance that would cause the person not to qualify
as an independent, disinterested or non-employee director under
applicable standards. The Nominating & Governance Committee shall
report to the Board the existence of any such matter or circumstance.

7. Each year, the Nominating & Governance Committee shall:

o review the advisability or need for any changes in the number and
composition of the Board;

o review the advisability or need for any changes in the number,
charters or titles of committees of the Board;

o recommend to the Board the composition of each committee of the
Board and the individual director to serve as chairperson of each
committee;

o ensure that the chairperson of each committee report to the Board
about the committee's annual evaluation of its performance and
evaluation of its charter;

o receive comments from all directors and report to the Board with
an assessment of the Board's performance, to be discussed with
the full Board following the end of each fiscal year;

o review the advisability or need for any changes to the CEO
succession plan and present the CEO succession plan and proposed
changes to the Board for approval; and

o review and reassess the adequacy of the corporate governance
guidelines of the Company and recommend any proposed changes to
the Board for approval.

8. The Nominating & Governance Committee shall have the sole authority to
retain, amend the engagement with, and terminate any search firm to be
used to identify director candidates. The Nominating & Governance
Committee shall have sole authority to approve the search firm's fees
and other retention terms and shall have authority to cause the
Company to pay the fees and expenses of the search firm. The
Nominating & Governance Committee shall also have authority to obtain
advice and assistance from internal or external legal, accounting or
other advisors, to approve the fees and expenses of such outside
advisors, and to cause the Company to pay the fees and expenses of
such outside advisors.

9. The Nominating & Governance Committee shall oversee the evaluation of
the Board and management.


Procedures

10. Meetings. The Nominating & Governance Committee shall meet at the call
of its chairperson, two or more members of the Nominating & Governance
Committee, or the Chairman of the Board. Meetings may, at the
discretion of the Nominating & Governance Committee, include members
of the Company's management, independent consultants, and such other
persons as the Nominating & Governance Committee or its chairperson
may determine. The Nominating & Governance Committee may meet in
person, by telephone conference call, or in any other manner in which
the Board is permitted to meet under law or the Company's bylaws. The
Nominating & Governance Committee shall keep a written record of its
meetings and actions and shall file a copy of such record in the
corporate minutes of the Company.

11. Quorum and Approval. A majority of the members of the Nominating &
Governance Committee shall constitute a quorum. The Nominating &
Governance Committee shall act on the affirmative vote of a majority
of members present at a meeting at which a quorum is present. The
Nominating & Governance Committee may also act by unanimous written
consent in lieu of a meeting.

12. Rules. The Nominating & Governance Committee may determine additional
rules and procedures, including designation of a chairperson pro
tempore in the absence of the chairperson and designation of a
secretary of the Nominating & Governance Committee, at any meeting
thereof.

13. Reports. The Nominating & Governance Committee shall make regular
reports to the Board, directly or through the chairperson.

14. Review of Charter. Each year the Nominating & Governance Committee
shall review the need for changes in this Charter and recommend any
proposed changes to the Board for approval.

15. Performance Review. Each year the Nominating & Governance Committee
shall review and evaluate its own performance and shall submit itself
to the review and evaluation of the Board.