Schedule 14A
2022-09-22 to 2022-11-14 · 3 questions
· 1 letter from the SEC, 1 from the company
Controls
Definitive Proxy Statement on Schedule 14A filed March 22, 2022 · General
SEC asked (1)
Please expand your discussion to explain how the experience of your Lead Independent Director is brought to bear in connection with your board’s role in risk oversight.
EW answered
We acknowledge the Staff’s comment and will enhance the discussion in the Company’s next annual proxy statement in accordance with the Staff’s comment. Read in the reply ↗
Definitive Proxy Statement on Schedule 14A filed March 22, 2022 · General
SEC asked (2)
Please expand upon the role that your Lead Independent Director plays in the leadership of the board. For example, please enhance your disclosure to address whether or not your Lead Independent Director may: • represent the board in communications with shareholders and other stakeholders; • require board consideration of, and/or override your CEO on, any risk matters; or • provide input on design of the board itself.
EW answered
We acknowledge the Staff’s comment and will enhance the discussion in the Company’s next annual proxy statement in accordance with the Staff’s comment. Read in the reply ↗
Definitive Proxy Statement on Schedule 14A filed March 22, 2022 · General
SEC asked (3)
Please expand upon how your board administers its risk oversight function. For example, please disclose: • the timeframe over which you evaluate risks (e.g., short-term, intermediate-term, or long-term) and how you apply different oversight standards based upon the immediacy of the risk assessed; • whether you consult with outside advisors and experts to anticipate future threats and trends, and how often youRest of the question
re-assess your risk environment; • how the board interacts with management to address existing risks and identify significant emerging risks; • whether you have a Chief Compliance Officer and to whom this position reports; and • how your risk oversight process aligns with your disclosure controls and procedures.
EW answered
We acknowledge the Staff’s comment and will enhance the discussion in the Company’s next annual proxy statement in accordance with the Staff’s comment. As requested by the Staff in its letter, we also confirm that we will address in the
Company’s next annual proxy statement any material developments to the Company’s risk oversight structure. Read in the reply ↗
Also in this review: closing letter, 2022-11-14