As a privately-held firm, Cadence understands the importance of sound fiscal responsibility and corporate governance. By establishing Audit and Compensation Committees, Cadence acknowledges the need for accountability in all areas pertaining to the financial strength of each of the company’s stakeholders: employees, investors, customers and the financial community.

The Compensation Committee of the Cadence Network, Inc. Board of Directors assists in fulfilling its oversight responsibilities by discharging the Board’s responsibilities relating to compensation and benefits. The Committee has and may exercise all the powers of the Board with respect to the specific authority delegated to the Committee in the Charter or hereafter specifically delegated to the Committee by the Board, except as may be prohibited by law. The Committee has overall responsibility for approving and evaluating compensation policies, plans, and programs for the company’s executive officers and key employees. The Committee is also responsible for developing the compensation philosophy, and maintaining oversight of the compensation policies, plans, and programs.

In similar fashion, the Audit Committee of Cadence Network, Inc. Board of Directors assists the Board in fulfilling its oversight responsibilities by discharging the Board’s responsibilities relating to the Company financial integrity. The Committee is directly responsible for the appointment, compensation and oversight of the work of any registered public accounting firm (“Auditors”) employed by the Company for the purpose of preparing or issuing an audit report or related work. The Committee will assist Board oversight of (i) the integrity of the Financial Statements, (ii) the Company’s compliance with legal and regulatory requirements, including overseeing the Company’s legal, compliance and ethics programs, and (iii) the independent Auditor’s qualifications and independence. In performing its duties, the Committee will maintain effective working relationships with the Board, Management and the Auditors.