One of our main objectives in founding CAP was to establish a truly independent platform for executive compensation consulting services. Our approach reflects our commitment to offering independent advice to clients that is grounded in good governance principles. We avoid conflict of interests through our comprehensive independence policy.

Consistent with SEC rules on consultant independence, we will annually certify for our clients:

• The scope of any other services, beyond consulting services to the compensation committee, provided to the company
• Consulting fees from the company as a percentage of our total fees
• The nature of any business or personal relationships between the consultant and members of the Compensation Committee
• The nature of any business or personal relationships between the consultant and executive officers of the company
• Details on the ownership of company stock by members of the consulting team
• Policies and procedures that we have in place to prevent conflicts of interest

We believe that full and transparent disclosure of this information is critical to maintaining independence and following SEC rules. CAP can also help clients with proxy disclosure to describe our services appropriately in the Compensation Discussion & Analysis (CD&A).