Policy for determining the CEO Compensation

The CEO Compensation is guided by our Bylaws. Please refer to Article 4, Section 4.7 of the bylaws for more. A relevant portion of the bylaws is reproduced here for convenience.

Section 4.7 Compensation
Directors shall serve without compensation, provided that Directors shall be allowed reasonable advancement or reimbursement of expenses incurred in the performance of their regular duties as specified in Section 4.3. Directors may not be compensated for rendering services to the Corporation in any capacity other than Director unless such other compensation is reasonable and is allowable under the provisions of Section 4.8 of this Article.

Section 4.8 Restriction Regarding Interested Directors
Notwithstanding any other provision of these Bylaws, no person serving on the Board of Directors shall be an “interested person”. For purposes of this Section, “interested persons” means either:
(a) Any person currently being compensated by the Corporation for services rendered it within the previous twelve (12) months, whether as a full- or part-time officer or other employee, independent contractor, or otherwise; or
(b) Any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law, or father-in-law of any such person.