Audit Committee

The Audit Committee is charged with assisting the Board of Directors in fulfilling its oversight responsibilities for the financial reporting process, the system of internal control, the audit process, and the Company’s process for monitoring compliance with laws and regulations and the Code of Conduct. It is empowered to appoint, compensate, and oversee the work of any registered public accounting firm employed by the Company. The Audit Committee has authority to conduct or authorize investigations into any matters within its scope of responsibility, resolve any disagreements between management and the auditor regarding financial reporting, pre-approve all auditing and non-audit services and retain independent counsel, accountants, or others to advise the Committee or assist in the conduct of an investigation. The Committee consists of Messrs. Diab (Chairman) and Maher.