(As amended and restated on May 20, 2015)
The Corporate Governance and Nominating Committee (the "Committee") is established by the Board of Directors of Dr Pepper Snapple Group, Inc. and its subsidiaries (the "Company") primarily for the purpose of (a) administering the director selection process and board committee assignments, (b) leading the development of the Company's corporate governance and developing corporate governance guidelines, (c) reviewing issues related to the relationship between the Company and its stockholders, (d) revising the Company's Code of Business Conduct and Ethics (the "Code of Conduct") and (e) monitoring the Company's succession planning, legislative priorities, political contribution activities, corporate sustainability efforts and positions on relevant public policy issues.
Authority and Duties
In furtherance of the Committee's purpose, and in addition to any other responsibilities which may be properly assigned by the Board from time to time hereunder, the Committee shall have the following authorities and duties:
In addition, a director candidate must have, when considered with the collective experience of other Board members, appropriate qualifications and skills that have been developed through extensive business experience, including the following:
Diversity of viewpoints, as well as ethnic and gender diversity, will also be considered by the Corporate Governance and Nominating Committee in making recommendations for nominations. When considering nominees, the Corporate Governance and Nominating Committee shall seek a balance of experience among the directors so that the Board as a whole has experience and training from different disciplines (including operations, accounting, risk management, finance, marketing and human resources) and different industries (including the beverage industry, consumer products, and finance) which creates the balance sought.
The foregoing list of duties is not exhaustive, and the Committee may, in addition, perform such other functions as may be necessary or appropriate for the performance of its oversight function. The Committee shall have the power to delegate its authority and duties to subcommittees or individual members of the Committee as it deems appropriate.
Dr Pepper Snapple Group (NYSE: DPS) is a leading producer of flavored beverages in North America and the Caribbean. Our success is fueled by more than 50 brands that are synonymous with refreshment, fun and flavor. We manufacture, bottle and distribute Dr Pepper, 7UP, Mott's, Snapple, Canada Dry and other favorites as well as new innovations like Dr Pepper TEN. © DR PEPPER SNAPPLE GROUP. ALL RIGHTS RESERVED