Corporate Governance Matters
Current Board of Directors. Our Board of Directors is divided into three classes, each class
serving for three years following their election and until their successors have been elected and
qualified.
The Pennichuck Corporation Board currently has eleven directors. Of the eleven directors, four
have terms ending in 2016, four have terms ending in 2017, and three have terms ending in 2018.
The current members of the Company’s Board of Directors are as follows:
Term Expiring 2016 ‘Term Expiring 2017 Term Expiring 2018
Class A Class B Class C
C. George Bower James P. Dore David P. Bernier
Jay N. Lustig Elizabeth A. Dunn Stephen D. Genest
John D. McGrath Paul A. Indeglia Thomas J. Leonard
Preston J. Stanley, Jr. James McMahon
Board Meetings, Committee Meetings and Attendance. In 2015, the Company’s Board of
Directors held twelve meetings. Each member of the Board participated in all Board meetings
held, except for three directors who missed one Board meeting, and one director who missed
three Board meetings. A majority of the members of the Board attended the 2015 Annual
Meeting of Sole Shareholder.
In 2015, twenty Board Committee meetings were held. Each member of the Board of Directors
participated in all meetings of the Committees on which they served, except for two Directors,
who each missed one Committee meeting.
Board Compensation. In 2015, each director received an annual retainer of $12,000.
Annual Performance Evaluation. The Board of Directors conducts an annual self-evaluation of
the Board and its Committees to determine whether they are functioning effectively. Each
Committee is also required to evaluate their performance.
Corporate Code of Conduct. The Company has adopted a written Corporate Code of Conduct
that applies to its directors, officers and employees. A current copy of the Corporate Code of
Conduct can be found on the Company’s website at www.pennichuck.com, under the “Board of
Directors” caption, under the “Corporate Governance” heading.
Board Committees. The Board of Directors has established four standing committees: the
Audit, Finance and Risk Committee, the Communications Committee, the Compensation and
Benefits Committee, and the Nominating and Governance Committee.
