Guidelines for Selection of Director

The intention of the list below is to assist all shareholders in identifying suitable candidates to fill a vacancy when it arises. It is not intended to curtail the authority of shareholders nor is it expected that all the criteria will be found in a single candidate. It is expected however, that a reasonable attempt would be made to select a person who meets the spirit of this document.

1. Identify required expertise and find someone to fill that void.
2. Identify persons:

• • With board experience but not overly committed.
  • Who can provide oversight, direction and leadership.
  • With an understanding of the importance of good governance practices and an ability to contribute to the Board in this regard.
  • Who are accomplished, persons of integrity, objectivity, and intelligence, with reputations for sound judgment and open mind, and a demonstrated capacity for thoughtful group decision-making.
  • Who can bring diversity of opinion background, experience and other demographics.
  • With the skills and personality that would mix well with those of other directors and potential directors in building a Board that is effective, collegial and responsive to the needs of the Company.
  • With the ability and willingness to commit adequate time to Board and committee matters.
  • Who possess current knowledge and contacts in the Company's industry or other industries relevant to the Company's business.
  • With the personal qualities and characteristics, accomplishments and reputation in the business community.
  • Who can communicate a compelling and inspired vision of the future which supports the mission and values of the Company.
  • Who are dedicated to delivery of quality service to customers and to the building of long-term relationships with customers.
  • Who have the ability to see multiple points of view on any issue and can project potential scenarios into the future for strategic planning purposes.
  • Who possess business acumen, understand how an organization inclusive of multiple systems (management, human resource, technology, etc.) works and the factors that makes an organization successful.
  • Who understand the value of teams and actively works to promote team work at all levels of the organization and appreciates diverse opinion.
  • Who will make decisions based on analysis of the available information and a mixture of wisdom, experience, and judgment.