BOARD LEADERSHIP STRUCTURE [OUR [CHARTERBYLAWSCORPORATE GOVERNANCE GUIDELINES] CURRENTLY PROVIDE[S]

  4(4) THE BOARD OF DIRECTORS’ OF AB
 2019 CRA EDITS BOARD OF GOVERNORS OF THE
THERMODYNAMICS AND KINETICS OF THE NANOCHECKERBOARD FORMATION YONG

(THE “COMPANY”) BOARD RESOLUTION REGARDING THE REGISTRATION OF
11 PL130948 ONTARIO MUNICIPAL BOARD COMMISSION DES
13 UTICA COLLEGE INSTITUTIONAL REVIEW BOARD RESEARCH

Separate Chairman and CEO Roles: Proxy Disclosure



Board Leadership Structure

[Our [Charter/By-laws/Corporate Governance Guidelines] currently provide[s] that our Chairman of the Board of Directors may not be an employee or officer of [COMPANY] and may not have been an employee or officer for the last three years[, unless the appointment is approved by a [majority/[DESCRIBE SUPERMAJORITY]] vote of our Board of Directors OR The Board of Directors currently separates the roles of Chairman of the Board of Directors and CEO OR Our Board of Directors does not have a policy as to whether the roles of Chairman of the Board of Directors and CEO should be separate or combined]. [Each year/At least every two years/Periodically], our [Board of Directors/Nominating and Corporate Governance Committee] assesses these roles and the board leadership structure to ensure the interests of [COMPANY] and its stockholders are best served.

Currently, the [independent] Chairman position is held by [NAME] and our CEO is [NAME].

[We also have a Lead [Independent] Director elected [annually] by the majority of [independent directors/the Board of Directors]. [NAME] currently serves as the Lead [Independent] Director. The Lead [Independent] Director has broad responsibility and authority, including to:]

[Our Lead [Independent] Director Charter can be found on our website at [ADDRESS].]

Our Board of Directors has determined that its current structure, with separate Chairman and CEO roles [and a Lead [Independent] Director] is in the best interests of [COMPANY] and its stockholders at this time.

A number of factors support the leadership structure chosen by the Board, including, among others:

2


16 DC110011 ONTARIO MUNICIPAL BOARD COMMISSION DES
19 February 2016 Hawaii Historic Places Review Board
3 BIELD BOARD OF MANAGEMENT THURSDAY 19


Tags: board leadership, for board, structure, currently, guidelines], provide[s], [charterbylawscorporate, governance, leadership, board