Board Nominee and Shareholder Communication Policy

Nominees for election to the Board shall be selected by a majority of the independent directors or recommended by a majority of the independent directors for selection by the Board. The Board believes that this nominating function has been performed effectively by the Board, and that it is not necessary for the Board to have a separate nominating committee or charter for this purpose.

Board candidates shall be considered based on various criteria, such as:

  • Their broad-based business and professional skills and experience
  • A global business and social perspective
  • Concern for the long-term interests of the Company’s shareholders
  • Personal integrity and judgment

Directors shall also be considered based on their diverse backgrounds and on contributions that they can make to the Company, as well as their ability to fill a current Board need. In addition, directors must have time available to devote to activities of the Board and to enhance their knowledge of the Company’s industry. While there is no exact formula, the Company seeks to attract and retain highly qualified directors who have sufficient time to attend to their substantial duties and responsibilities to the Company.

The Board shall consider recommendations for nominations from a wide variety of sources, including members of the Board, business contacts, the Company’s legal counsel, community leaders and members of the Company’s management. The Board will also consider shareholder recommendations for director nominees that are received in a timely manner. Subject to compliance with statutory or regulatory requirements, the Board does not expect that candidates recommended by shareholders will be evaluated in a different manner than other candidates. All such recommendations must be submitted in writing to the Company’s Secretary at the Company’s principal offices (Oaks, PA 19456-1100) in accordance with the Company’s Bylaws and SEC rules and regulations.

Shareholders may send communications to the Board in writing, addressed to the full Board, individual directors or a specific committee of the Board, care of the Company’s Secretary, to the Company’s principal offices (Oaks, PA 19456-1100). The Board shall rely on the Company’s Secretary to forward written questions or comments to the full Board, named directors or specific committees of the Board, as appropriate. General comments or inquiries from shareholders will be forwarded to the appropriate individual within the Company, as appropriate.