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About Deloitte

As used in this document, "Deloitte" means Deloitte LLP and its subsidiaries. Please see www.deloitte.com/us/about for a detailed description of the legal structure of Deloitte LLP and its subsidiaries.

Organization
For more than 100 years, clients have relied on Deloitte and its predecessor organizations for solutions to their ever-changing needs. We are a national and global leader today because we have sustained our clients' trust and exceeded their expectations throughout our history.

Deloitte, whose subsidiaries rank among the nation's leading professional services firms in audit, tax, consulting and financial advisory services in 20 industries, has a workforce of approximately 45,000 in more than 100 offices across the US as well as in as in Hyderabad and Mumbai, India. Headquarters is located in New York City. Deloitte recorded $10.69B in U.S. revenues in the fiscal year ending May 31, 2009.

Known as an employer of choice for innovative human resources programs, Deloitte is dedicated to helping clients and people excel. Within the context of overall firm performance, partners and professionals are compensated as determined through an annual evaluation of achievement of key objectives and goals and the demonstration of aligned competencies.

Deloitte is the member firm of Deloitte Touche Tohmatsu (DTT). Like DTT, Deloitte LLP does not provide services to clients. Instead, services are primarily provided by the subsidiaries.

Deloitte LLP helps coordinate the activities of these subsidiaries. Deloitte LLP and these subsidiaries are separate and distinct legal entities. Each of these subsidiaries is organized under Delaware law, is separately capitalized, has its own Chairman and CEO and Board of Directors, and provides a distinct array of services.

Governance
The Board of Directors provides oversight and guidance to the management of Deloitte LLP and its subsidiaries toward the goal of achieving the vision and strategic priorities of Deloitte. Led by chairman Sharon Allen, the Board is composed of 21 senior Deloitte partners and principals, including Deloitte LLP CEO Barry Salzberg and DTT CEO Jim Quigley. Board members are knowledgeable about key areas affecting Deloitte performance and long-term vitality. They, like everyone at Deloitte, are in strict compliance with independence standards.

The Board's performance evaluation process is robust, including an annual pulse survey among partners, principals and directors as well as a thorough year-end assessment. There are also self-assessments, peer assessments, and committee assessments. Board member development benefits from new member orientation and outside experts.

We note that the Board approved the Deloitte Corporate Responsibility Policy on August 29, 2007.

Deloitte Touche Tohmatsu

DTT is structured as a Swiss Verein, an association of member firms that are legally independent of one another, but operate under the Deloitte brand and related names.

The Board is the highest governing body of DTT. The highest management body is the Executive, which is led by the chief executive officer (CEO). The DTT Executive is responsible for, among other things, fostering a common vision and helping to develop and direct DTT's strategies. The Executive works in a collegial style and attempts to reach decisions through consensus. The DTT CEO, currently Jim Quigley, leads the Executive.

The DTT Board has responsibility for addressing governance issues within the competencies of DTT. The Board must approve major initiatives of DTT, such as strategies, plans, major transactions, and significant policies. The Board has 35 members: the DTT CEO and 34 members appointed by member firms and regions representing jurisdictions and regions around the world. John Connolly is the current chairman of the DTT Board and also heads up the global corporate responsibility initiative.

Member firms are not subsidiaries or branch offices of DTT and do not act as agents for DTT or other member firms. Rather, they are locally-formed entities with their own ownership structure independent of DTT that have voluntarily become members of the DTT network with a primary purpose to coordinate their approach to client service, professional standards, shared values, methodologies, and systems of quality control and risk management.