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"Majority Voting Policy"
While the Board recommends nominees to the Board, Shareholders vote to elect the members of the Board on an annual basis. The Company has a Majority Voting Policy which requires that any nominee for director who receives a greater or equal number of votes “withheld” than “for” their election shall tender their resignation to the Chair of the Board following the Meeting. The nominee shall not attend any meeting or participate in any Board or Committee meetings while the resignation offer remains outstanding. The Board shall disclose its election decision via press release promptly after the meeting. After the resignation of the nominee, the Board may appoint a new director to fill the vacancy created by the resignation.