2003 Other Charter: MDP
The Finance Committee is appointed by the Board of Directors to discharge the Board of Directors' responsibilities relating to finance of the Company. The Committee has overall responsibility for approving and evaluating financing methods, policies and plans for the Company. In addition, the Committee has overall responsibility for oversight, review and evaluation of the Company's tax-qualified pension plans.
The Finance Committee shall consist of no fewer than three members. The members of the Committee shall be appointed by the Board of Directors on the recommendation of the Nominating/Governance Committee. Committee members may be replaced by the Board of Directors.
Committee Authority and Responsibilities
The Finance Committee, to the extent it deems necessary or appropriate shall:
1. Review corporate financial policies and procedures and make recommendations to the Board of Directors or the Executive Committee in regard thereto.
In addition, the Finance Committee, to the extent it deems necessary or appropriate shall:
1. Review and provide recommendations to the Board of Directors with respect to any new plan, or any pension plan amendment, that is presented to the Committee by the Company.
While the Finance Committee has the responsibilities and powers set forth in this Charter, its members are not named fiduciaries or plan sponsors, and shall have no discretionary authority with respect to the administration or investment of any plan except to the extent expressly provided in this Charter or by express resolution of the Board of Directors. The Company is the sole fiduciary and plan sponsor. Furthermore, the Committee's responsibilities and powers may be limited by plan documentation.
The Finance Committee shall make regular reports to the Board. The Committee shall review and reassess the adequacy of this Charter annually and recommend any proposed changes to the Board for approval. The Committee shall annually review its own performance.