Policies and Procedures for Communications to Non-Management or Independent Directors
(Amended and Restated February 9, 2010)
The Board of Directors believes that management speaks for the Company. Individual Board members may, from time to time, communicate with various constituencies that are involved with the Company, but it is expected that Board members would do this with knowledge of management and, in most instances, only at the request of management.
In cases where stockholders or interested parties wish to communicate directly with our non-management or independent directors, messages can be sent to our General Counsel, at firstname.lastname@example.org, or to Dolby Laboratories, Inc., 100 Potrero Avenue, San Francisco, CA 94103, Attn: General Counsel. Our General Counsel monitors these communications and will provide a summary of all received messages to the Board of Directors at each regularly scheduled meeting of the Board of Directors. Our Board of Directors generally meets on a quarterly basis. Where the nature of a communication warrants, our General Counsel may determine, in his or her judgment, to obtain the more immediate attention of the appropriate committee of the Board, non-management or independent director, of independent advisors or of Company management, as our General Counsel considers appropriate.
Our General Counsel may decide in the exercise of his or her judgment whether a response to any stockholder or interested party communication is necessary.
This procedure for stockholder and interested party communications with the non-management or independent directors is administered by the Company's Nominating and Governance Committee. This procedure does not apply to (a) communications to non-management or independent directors from officers or directors of the Company who are stockholders or interested parties, or (b) stockholder proposals submitted pursuant to Rule 14a-8 under the Securities and Exchange Act of 1934, as amended.
Please note: Requests for investor relations materials should be made to Dolby Laboratories, Inc., 100 Potrero Avenue, San Francisco, CA 94103, Attn: Investor Relations or to email@example.com.
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