The Audit Committee is comprised of three independent directors. The primary purpose of the Audit Committee, as discussed in detail in its charter, is to (a) appoint, oversee, compensate and evaluate the Company's independent registered public accounting firm, (b) oversee and evaluate the Company's internal audit function, and (c) provide assistance to the Board in fulfilling its oversight responsibility, including with respect to:

  • the integrity and quality of the Company's financial statements;
  • compliance by the Company with legal and regulatory requirements;
  • the independent registered public accounting firm's qualifications and independence;
  • the performance of the Company's internal audit function and its independent registered public accounting firm;
  • the preparation of required disclosures for the Company's filings with the SEC; and
  • evaluating whether the Company has effective processes for risk assessment and risk management.
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