www.pennichuck.com, under the “Board of Directors — Meetings, Minutes and Corporate
Governance” caption.
The current members of the Board Committees are as follows:
Audit, Finance and Risk Committee Communications Committee
James P. Dore, Chairman
C. George Bower
H. Scott Flegal
Thomas J. Leonard
Deborah Novotny
Jay N. Lustig, Chairman
James P. Dore
Thomas J. Leonard
Deborah Novotny
Preston J. Stanley, Jr.
Compensation and Benefits Committee Nominating and Governance Committee
Elizabeth A. Dunn, Chairman
Stephen D. Genest
Thomas J. Leonard
Jay N. Lustig
Preston J. Stanley, Jr.
Stephen D. Genest, Chairman
David P. Bernier
C. George Bower
Elizabeth A. Dunn
Thomas J, Leonard
John D. McGrath
Audit, Finance and Risk Committee. The Audit, Finance and Risk Committee is responsible for
the appointment, compensation and retention of the independent auditors; preapproval of all
audit and non-audit services to be provided by the independent auditors; review and approval of
all related party transactions; review and evaluation of the qualifications, performance and
independence of the lead partner of the independent auditors; oversight of the integrity of the
Company’s financial statements and internal controls; oversight of Company financing activities;
oversight of the policies and procedures established to assess, monitor and control operational
and financial risk; and oversight of the Company’s insurance programs. The Audit, Finance and
Risk Committee held 3 meetings in 2021, either virtually or in person.
Communications Committee. The Communications Committee develops and assists with the
policies and strategies of external communications between the Board, the Company and the Sole
Shareholder, other stakeholders, and the public, as needed. The Communications Committee held
1 virtual meeting in 2021. The Board of Directors, at their March 25, 2022 meeting, voted to
dissolve the Communications Committee and to add the purpose and responsibilities of the
Communications Committee to the Nominating and Governance Committee Charter.
Compensation and Benefits Committee. The Compensation and Benefits Committee is
responsible for annually reviewing and approving corporate goals and objectives relevant to
Chief Executive Officer compensation; evaluating the Chief Executive Officer’s performance in
light of those goals and objectives, and determining and recommending to the Board of Directors
the Chief Executive Officer’s compensation based on evaluation of performance; reviewing and
approving executive salaries; reviewing and approving any employment agreements, special
compensation and benefits, or severance arrangements as they pertain to executive officers other
than the Chief Executive Officer; overseeing the Company’s compensation and benefit policies,
other than those overseen directly by the Board of Directors; recommending to the Board of
Directors the establishment, termination or amendment of existing compensation and employee
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