The role of the Board is to promote the long-term value and health of the Company in the best interests of the stockholders. In this regard, the Board provides management with strategic guidance, and also ensures that management adopts and implements procedures designed to promote both legal compliance and the highest standards of honesty, integrity, and ethics throughout the organization. The Board is elected by the Company’s stockholders. The Company’s day-to-day business operations are conducted and supervised by its management and employees, under the supervision of the Chief Executive Officer (“CEO”). The CEO speaks for the Company and reports to the Board. The directors exercise their business judgment and act in what they reasonably believe is the best interests of the Company and its stockholders.