Please provide the following information for each independent director identified in the chart above. Alternatively, a
reference to the location of the disclosure in the Issuer’s public U.S. Securities and Exchange Commission (“SEC”)
filings can be provided.
Share ownership in the Issuer.
Brief description of any direct or indirect consulting, advisory, or other compensatory fee arrangement with
the Issuer or any of its subsidiaries as specified in Rule 10A-3(b)(ii)(A).
Indication of whether the audit committee member is an affiliated person of the Issuer or any of its
subsidiaries as specified in Rule 10A-3(b)(ii)(B).
INSTRUCTIONS: Please check only one box that best describes the Issuer:
Is an issuer that has only debt listed
Is an issuer that has only preferred securities listed
Is an asset-backed issuer
Is an other passive business organization (such as a royalty trust)
Is an issuer of derivatives and/or special purpose securities
INSTRUCTIONS: Issuers listed on the Exchange must comply with the corporate governance requirements set forth
in Part 8 of the NYSE American Company Guide (the “Company Guide”). In response to each item below, please
check the box beside the single affirmation that is most applicable to the Issuer. Please note that, depending on the
affirmation made, an item may require the Issuer to provide additional information or a link to the applicable
document referenced therein. Please also note that specific types of entities may avail themselves of exemptions to
or transition periods for compliance with certain of the requirements. If the Issuer is availing itself of any of these
exemptions or transition periods, it should select the corresponding affirmation for the applicable item.
1. Audit Committee: Section 803 of the Company Guide
I hereby certify that the Issuer’s audit committee meets the requirement of Rule 10A-3 of the Exchange Act.