As a wholly owned subsidiary of MPC Corporation, MPC Computers directors, officers and employees will act in an ethical manner at all times. Acting responsibly with respect underlies the way we conduct business on a daily basis. Our guiding principles foster consistent, fair and high ethical standards of behavior. We have a
Governance Committee Charter and a
Code of Conduct that apply to all of our directors, officers and employees, each of whom is required to sign an acknowledgment form indicating their agreement to comply with the code. Additionally, our
Code of Ethics has been agreed to by our Chief Executive Officer, Chief Financial Officer and Controller.
The audit committee is responsible for selecting, appointing and overseeing our independent auditors, reviewing the scope and results of audits, submitting appropriate recommendations to the Board of Directors regarding audits, reviewing our internal controls and reviewing filings with the Securities and Exchange Commission and other public documents containing our financial statements.
All of the members of the audit committee of the Board of Directors are independent in accordance with applicable rules promulgated by the Securities and Exchange Commission and American Stock Exchange listing standards. Each member is able to read and understand fundamental financial statements, including the Company's balance sheet, income statement and cash flow statement. The Board of Directors has adopted an
Audit Committee Charter.
The compensation committee reviews the compensation of our executive officers and directors, carries out duties under our incentive compensation plans and other plans approved by us as may be assigned to the committee by the Board of Directors and makes recommendations to the Board regarding these matters. All members of the compensation committee are non-employee directors of MPC Corporation and are independent in accordance with applicable rules promulgated by the SEC and American Stock Exchange listing standards.
The Committee reviews with the Board of Directors all aspects of compensation for the executive officers. MPC Corporation's executive compensation philosophy is to pay competitively to attract qualified, experienced executive personnel capable of leading our company to the achievement of our business objectives, retain and motivate these executives to achieve superior performance, link individual compensation to individual and company performance, and align executives' financial interests with those of our shareholders. The Board of Directors has adopted a
Compensation Committee Charter.
The nominating committee, following consultation with other members of the Board of Directors, makes recommendations to the full Board of Directors concerning the size and composition of the Board, evaluates the qualifications of prospective candidates to fill vacancies on the Board and makes recommendations as to particular nominees. Shareholders may recommend Board nominees to the nominating committee by contacting Investor Relations at
- Contact Investor Relations
- Email: investor@mpccorp.com
- Phone: 720-528-4280
- Toll-free: 1-888-224-4247
- Fax: 208-893-7215
The Committee reviews with the Board of Directors all aspects of compensation for the executive officers. MPC Corporation's executive compensation philosophy is to pay competitively to attract qualified, experienced executive personnel capable of leading our company to the achievement of our business objectives, retain and motivate these executives to achieve superior performance, link individual compensation to individual and company performance, and align executives' financial interests with those of our shareholders. The Board of Directors has adopted a
Nominating Committee Charter and a
Policy of Shareholder Communications Charter.
Our Audit Committee has established procedures for the receipt, retention and treatment of complaints or concerns by employees or individuals outside of the company, regarding accounting, internal accounting controls or auditing matters at MPC Computers and MPC Corporation. A person with such a complaint or concern should promptly report the complaint or concern in writing to our Audit Committee Board of Directors. You may report your complaints or concerns anonymously and confidentially. The Audit Committee encourages you to supply contact information with your submission to facilitate clarification and any assistance with possible investigation. All complaints or concerns will be forwarded directly to the Chairman of the Audit Committee for review. The Audit Committee will maintain the confidentiality and anonymity of persons making complaints or expressing concerns to the fullest extent reasonably practicable within the legitimate needs of law and any ensuing evaluation or investigation.
To assist the Audit Committee in reviewing and, if necessary, investigating your complaints or concerns, you should provide as much factual, rather than speculative, information as possible. To the extent possible, you should include the following information in your submission:
- the alleged event, matter or issue that is the subject of the complaint or concern;
- the name of each person involved;
- if the complaint or concern involves a specific event or events, the approximate date and location of each event; and
- any additional information, documentation or other evidence available to support the complaint or concern.
MPC Corporation is committed to preparing and implementing fair, accurate and complete financial policies, reports and materials, as well as maintaining the internal controls essential to support its financial and accounting systems. Our Board of Directors has adopted these
Whistleblowing Policies and Procedures.
