GOVERNANCE

Corporate Governance

Corporate governance functions are performed by the board of directors as a whole or in part. At present, two of our directors are independent. The formal structure of various governance committees is subject to change from time to time. Major activities involving the board on an as-needed basis include the following.

Steering

Steering activities include consideration of the scope, direction, quality, investment levels, and execution of implementation strategies, and the provision of guidance on the execution of strategies formulated by management. Such strategies may include financings, investments, acquisitions and divestitures, new business, spin-offs, research and development investments, and strategic relationship strategies. Steering activities also include assessing the scope and quality of the company's activities in general, including the health of any potential or existing acquisitions and joint ventures.

Audit

Audit matters involving the board include selecting and engaging our independent registered public accounting firm; meeting periodically with management to consider the adequacy of the company's internal controls, the objectivity of the company's financial reporting, and the company's accounting policies and practices; meeting with the company's independent registered accounting firm and with internal financial personnel regarding these matters; and reviewing the company's financial plans and reporting recommendations to the board of directors for approval and to authorize action.

Compensation

Compensation matters involving the board include: reviewing and recommending policies, practices, and procedures relating to the compensation of our directors and executive officers; the establishment and administration of the company's employee and consultant benefit plans; and, advising and consulting with the company's officers regarding managerial personnel.

General

General governance matters involving the board include reviewing and recommending nominees for election as directors; assessing the performance of the board of directors; reviewing and administering corporate governance guidelines; and consideration of any other issues relating to corporate governance.

Forward Looking Statements: This website contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" and similar expressions that are intended to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.