www.sec.gov/Archives/edgar/data/920371/0001104659-09-01 -
[Cached Version]
Published on: 3/3/2009
Last Visited: 3/4/2009
Barry Lawson Williams (1) (3) (4)
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Barry Lawson Williams is the retired General Partner of Williams Pacific Ventures Inc., a venture capital and real estate consulting firm. He is a director of PG&E Corporation, CH2M HILL Companies, Ltd., SLM Corp., Northwestern Mutual Life Insurance Co. and R.H. Donnelly & Co. Mr. Williams was also a General Partner of WDG Ventures Inc., a California limited partnership, until 2002. He was interim President and Chief Executive Officer of the American Management Association International during 2000 and 2001.
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Applying the categorical independence standards, our Board of Directors has affirmatively determined that each of Mr. Cheit, Mr. Cusumano, Mr. Louras, Mr. Williams, Ms. Chatman and Ms. MacGillivray is independent under the New York Stock Exchange corporate governance rules, in that none of them has a material relationship with us, either directly or as a partner, shareholder, officer or employee of an organization that has a relationship with us. Our other directors, Mr. Simpson and Mr. Fitzmyers, are not independent. In making its determination, our Board of Directors considered all relevant facts and circumstances, including commercial, industrial, banking, consulting, legal, accounting, charitable and familial relationships, and considered the issue not merely from the standpoint of a director, but also from that of persons or organizations with which a director has an affiliation.
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The Compensation Committee of our Board of Directors comprises Barry Lawson Williams, Chairman, Jennifer A. Chatman, Gary M. Cusumano and Peter N. Louras, Jr., all of whom are independent directors. Mr. Williams, Ms. Chatman, Mr. Cusumano and Mr. Louras have no relationships with us or any of our subsidiaries, other than as members of our Board of Directors and its committees.
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The Compensation Committee of our Board of Directors comprises Barry Lawson Williams, Chairman, Jennifer A. Chatman, Gary M. Cusumano and Peter N. Louras, Jr., all of whom are independent directors. Mr. Williams, Ms. Chatman, Mr. Cusumano and Mr. Louras have no relationships with us or any of our subsidiaries, other than as members of our Board of Directors and its committees.