Richard H. Koppes (3)
Richard H. Koppes, has served as one of our directors since March 2011.
Since 2009, Mr. Koppes has been a program fellow at the Rock Center for Corporate Governance at Stanford Law School. He is the founder, past president and current administrative officer of the National Association of Public Pension Attorneys and serves on the Boards of the Investor Responsibility Research Center Institute and the National Association of Corporate Directors (NACD). Mr.
Koppes was Of Counsel to the law firm of Jones Day from August 1996 until his retirement from the firm in December 2009.
From May 1986 through July 1996, Mr. Koppes held several positions with the California Public Employees' Retirement System (CalPERS) including General Counsel, Interim Chief Executive Officer and Deputy Executive Officer. Mr.
Koppes is a former member of the Board of Directors of Valeant Pharmaceuticals International, a NYSE-listed company, and a former member of the Board of Directors of Apria Healthcare Group Inc. (a former NYSE-listed company).
He is a former board member of the Society of Corporate Secretaries and Governance Professionals.
Mr. Koppes has taught corporate governance as a Consulting Professor of Law at Stanford Law School, served as a member of the New York Stock Exchange Board of Governors' Legal Advisory Committee and was a member of the Blue Ribbon Commissions on Board Evaluations and Shareholder/Director Communications of the NACD. In recognition of that service, the NACD awarded Mr. Koppes a lifetime achievement award for contributions to corporate governance. He is the past Vice Chairman of the Corporate Counsel Committee of the International Bar Association. The Board believes that Mr. Koppes extensive knowledge of corporate governance best practices and his experience implementing and managing corporate governance procedures and best practices at a variety of institutions, including as a member of the boards of directors at several publicly traded companies, are the attributes, skills, experiences and qualifications that allow Mr. Koppes to make a valuable contribution as one of our directors.
The Nominating and Governance Committee
is responsible for matters relating to the corporate governance of our company and the nomination of members of the Board and committees thereof. The current members of the Governance and Nominating Committee
are W. John Short
, David S. Bensol, Kenneth L. Shropshire, Richard H. Koppes
(effective March 31, 2011) and Edward L. McMillan. Messrs.
Bensol, Koppes, Shropshire, and McMillan are independent under Nasdaq's independence standards for nominating committee members. The Nominating and Governance Committee met 3 times in 2010 and all members of this committee at the time of a meeting attended each of these meetings. The Nominating and Governance Committee has hired a consultant to identify and introduce to the committee potential candidates to serve on the Board. The Nominating and Governance Committee has its own charter that outlines its responsibilities.