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HC-4.4.1

Each proposal by the board to the shareholders for election or reelection of a director must be accompanied by a recommendation from the board, a summary of the advice of the nominating committee, as applicable, and the following specific information:

(a) The term to be served, which may not exceed three years (but there need not be a limit on reelection for further terms);
(b) Biographical details and professional qualifications;
(c) In the case of an independent director, a statement that the board has determined that the criteria of independent director have been met;
(d) Any other directorships held;
(e) Particulars of other positions which involve significant time commitments, and
(f) Details of relationships between:
(i) The candidate and the licensee, and
(ii) The candidate and other directors of the licensee.
January 2014