Boyden global executive search Trusted Advisors in Executive Search and Board Recruiting

1. Boyden global executive searchTrusted Advisors in Executive Search and Board Recruiting Andy Rich Managing Director Global Practice Leader Human Resource Practice Boyden global executive search 275 Battery Street, Suite 420 San Francisco, CA 94111 415.981.7900 arich@boyden.com http://www.boyden.com

2. Presentation Outline • An Introduction to Boyden • Why Boyden? Our Resources and Values • Credentials • Working With Boyden

3. An Introduction to Boyden Committed to Exceeding Client Expectations for Nearly 60 Years

4. Our Role “Most resources are available to all companies. The great variable is the quality of management. It determines why some companies fail and others succeed.” -Sidney M. Boyden Founder • Our Mission • To help our clients gain and sustain competitive advantage • Our Objective • To enhance our client’s success through the recruitment, assessment, and development of high impact leaders and management teams • Our Philosophy • To approach all of our business and client interactions through the practice of our core values: • Consistent delivery of leaders through global cooperation • Personal service built on strong relationships • Uncompromising standards of integrity, discretion and professionalism • Entrepreneurial spirit

5. The Global Standard For nearly 60 years Boyden has been an innovator in executive search responding to the needs of our clients. In today’s fast-paced, global economy our clients require a search firm that has international reach as well as the ability to respond quickly on a local basis with industry and market expertise. Globally, we operate the firm as a worldwide partnership. With offices in 42 countries we are able to coordinate and control searches for our clients anywhere in the world. We can also utilize resources from other offices to help ensure that the best candidates are brought before our clients. Locally, Boyden partners operate unencumbered by corporate bureaucracy and corporate priorities. Local ownership and control ultimately benefits our clients through faster, more personal and more responsive service as well as search completion rates that are among the highest in the industry. As a private corporation we can afford to put the needs of our clients first, not the needs of the financial community.

6. Worldwide Offices The Americas Atlanta Bogotá Buenos Aires Calgary Caracas Chicago Cleveland Detroit Houston Lima Miami New Jersey New York Phoenix Pittsburgh San Francisco Santiago Sao Paulo St. Louis Washington DC Europe Amsterdam Athens Frankfurt-Bad Homburg Barcelona Berlin Brussels Budapest Copenhagen Düsseldorf Helsinki Istanbul Lisbon London Luxembourg Madrid Milan Moscow Oslo Paris Prague Rome St. Petersburg Europe (continued)) Stockholm Valencia Warsaw Zurich Asia-Pacific Auckland Bangalore Bangkok Hong Kong Jakarta Kuala Lumpur Manila Melbourne Mumbai Pune Seoul Shanghai Singapore Sydney Taipei Tokyo Boyden has offices and search professionals in virtually every principal city of the world.

7. Why Boyden? Committed to Exceeding Client Expectations for Nearly 60 Years

8. Why Boyden? • The most important factor in the successful completion of a search is the consultant • However, the selection of the right search firm is also important because the firm provides the proper resources and values that will allow the consultant to achieve optimum results for you

9. Boyden Resources and Values • Experienced Consultants • All Boyden consultants have extensive experience in either industry, search or both • You receive the full attention of your consultant • Your consultant is committed to providing their full attention to every step of the search process and developing long-term, consultative relationships • Every consultant is limited in the number of search assignments they may work on at any one time, allowing your search to proceed in a timely, professional manner

10. Boyden Resources and Values • Global reach • Every Boyden consultant can draw upon the knowledge, experience and resources of over 250 partners around the world • High ethical standards • Since its inception in 1945, Boyden has been recognized as maintaining a high degree of ethical performance • Boyden wrote the “Code of Ethics” adopted by the Association of Executive Search Consultants (AESC) • The firm strongly opposes the recent AESC ruling allowing member firms to engage in “parallel processing”…the submission of candidates to multiple clients simultaneously

11. Boyden Resources and Values • Practice groups • Boyden partners around the world who share a common background and search focus are linked electronically, leveraging their collective expertise • Limited off-limits • Boyden is one of the larger, but not the largest, international search firms. As such, we do not face the off-limits problems faced by our larger competitors • Integrity • All Boyden consultants conduct themselves with the highest level of personal and professional ethics

12. Credentials Committed to Exceeding Client Expectations for Nearly 60 Years

13. Sampling of Clients Worldwide

14. Representative Client List ABN Amro Bank Alitalia Amber Industrial Holdings American Express Ameritech Aon Corp Apple Computer Arthur Anderson Asea Brown Boveri Avaya Avery Dennison Bain & Company Bank of America Barclays Bank Baxter Bear Stearns Companies BMC Software British Petroleum Bristol Myers Squibb Brown Forman Beverages Cable & Wireless Campbell Soup Company Carrefour Carrier Corporation Celanese AG Chubb Cigna Citicorp H.J. Heinz, Inc. Hallmark Honeywell HSBC Bank IKEA Imation Corporation Informix Intel Johnson & Johnson Johnson Controls JP Morgan Kellogg Kmart Corporation KPMG Lehman Brothers Holdings Levi Strauss Lockheed Martin L’Oreal Lucent Technologies LVMH McKinsey Mellon Bank Corporation Mercer Management Consulting Merrill Lynch Morgan Stanley & Company Motorola, Inc. Nalco Chemical Nokia Novartis Perkin Elmer Pfizer Pharmacia & Upjohn Phelps Dodge Philip Morris Philips Electronics Pirelli Proctor & Gamble Providian Financial Corp Rational Software Renault SAP Sherwin Williams Siemens Sony Corporation Standard & Poors Steelcase Inc Sun Microsystems Swatch Tag Heuer UBS Warburg Dillon Reed Wells Fargo Bank Coca Cola Collins & Aikman Compaq Computer Conoco, Inc. Credit Lyonnais Danone Dell Computer Deloitte Touche Deutsche Bank Alex Brown Diebold, Inc. The Walt Disney Company Donna Karan International Inc Dow Chemical Duke Energy Corporation Eaton Corporation EDS Eli Lilly EMC Corporation Ericsson Exxon Mobil First Boston Ford Gateway GE Capital Corporation GE Medical Systems General Motors, Inc Guardian Industries Goldman Sachs

15. Searches by Industry Auto/Trucking Transportation 5% Healthcare 5% Financial Services 21% Professional Services 5% Other 11% Consumer Goods/ Retail 13% Technology 21% Industrial 19%

16. Searches by Function Legal 2% R&D 1% Board/CEO 5% Consulting 2% Operations 8% Finance 24% Marketing 15% Sales 12% General Management 17% CTO/CIO 6% Human Resources 10%

17. Searches by Practice Group • 21% Financial Services • 21% Technology and Telecommunications • 13% Consumer Products & Retail • 11% Life Sciences and Pharmaceuticals • 10% Human Resources • 24% All Other

18. Global Human Resource Practice Group Offering clients a global solution for recruiting HR executives

19. Global HR Practice Network London Chicago Brussels St. Louis Washington, DC San Francisco Hong Kong Houston Sao Paulo

20. Human Resource Search Practice • Experienced and credible • 63 searches in 2001 • 100 searches in 2000 • Extensive global HR leadership experience • Life Sciences / Pharmaceuticals • Consumer Package Goods • Financial Services • Manufacturing • Technology • Retail

21. Representative HR Searches • First Data Corp Senior Vice President HR • Nokia Senior Vice President HR • Providian Financial Corp Senior Vice President HR • SAP America Vice President HR • Sony Electronics Vice President HR • Asea Brown Boveri Vice President HR • Fox News Vice President HR • Unocal Human Resources Consultant • Barclays Plc Global Head of Human Resources Director Learning and Development • Baxter BioScience Director HR Planning Development • Watson Wyatt Human Capital Consultant Executive Compensation Consultant • Frito Lay Sr. Director HR • Coca-Cola Enterprises Sr. Director HR

22. Consultant: Andy Rich • 25 years experience leading high performance Human Resource teams in high performance companies • Deep understanding of the Human Resource profession • Extensive executive recruitment experience • Experienced working at the Board, CEO and Executive Committee levels • Broad industry experience…consumer package goods, financial services, technology, retail, food services, capital equipment manufacturing and entertainment • Experienced in international, merger, acquisition, start-up and turnaround environments

23. Andy Rich…Executive Recruitment Experience • SVP Human Resources… Charles Schwab • SVP Learning and Education… Charles Schwab • SVP Global Staffing… Charles Schwab • EVP President and CEO International… Charles Schwab • EVP COO International… Charles Schwab • EVP Risk Management… Charles Schwab • EVP Marketing… Charles Schwab • SVP Chief Merchandise Officer… Williams-Sonoma • SVP CFO…Williams-Sonoma • SVP Global Supply Chain…Williams-Sonoma • SVP Logistics and Distribution…Williams-Sonoma • VP Compensation and Benefits… Williams-Sonoma • VP HR Operations… PepsiCo • VP Management Development and Training… PepsiCo • SVP Store Operations… PepsiCo

24. Consultant Biography:Andy Rich • Andy Rich is a Managing Director, Senior Consultant and the Global Practice Leader of the recently launched Human Resources Search practice based in Boyden’s San Francisco office. • Andy has had 25 years of successful senior-level Human Resource Management experience with high growth, high performance companies such as PepsiCo’s Frito Lay and Taco Bell, Ingram Micro, Williams-Sonoma and, most recently, Charles Schwab & Co. During his tenure at Schwab, Andy was the Executive Vice President and Chief Human Resources Officer with worldwide responsibilities for leading and developing business strategies designed to drive substantial company growth that led to being recognized as a pre-eminent employer by Fortune, Catalyst, Working Woman and others. Andy worked closely with the senior leadership on their business strategies and personal effectiveness. • Key to Andy’s success has been a strong philosophical view that the Human Resources function must be viewed as an integral partner in shaping, developing and executing a company’s core strategies. Achieving leadership credibility requires close alignment of it’s HR policies and practices with the core strategies. Having an HR team with the requisite skills and experience is mandatory for this to occur. Well thought through initiatives, flawlessly executed, are hallmarks of excellent HR organizations. • He currently serves on the boards of the Pacific Crest Outward Bound School and the Far West Ski Association, a division of the U.S. Ski Association. He is also an advisory board member for MarketTools.com and M3 Financial. • Andy graduated from the Long Island University, where he earned MBA, MPA and BS degrees. He also holds an Executive Management Certification from the School of Industrial Relations and Labor Relations at Cornell University.  Managing Director San Francisco

25. Working with Boyden Committed to Exceeding Client Expectations for Nearly 60 Years

26. Boyden Credo • All persons formally presented will be interviewed and fully evaluated. • All persons will be presented with their full knowledge and approval. • An executive will never be presented to more than one client at a time. • No executive will be approached in any client organization which is or has been a client within the past year without approval. • Prospects and candidates will be continually informed of their status throughout the search. • A client will never be identified to a source, prospect, candidate or any other outside interest unless and until authorized. • Our work will never be identified to other parts of the company unless authorized. • Reference checking will not be conducted without the knowledge and agreement of the candidate. The results will be reported in full to the client. • Boyden will represent the client at all times when asked to negotiate the compensation arrangement and counsel with the client to effect an equitable agreement with the candidate.

27. Professional Service Fee and Performance • Professional Service Fee: • As a retained executive search firm we charge for our services based on the first year’s compensation of the hired executive, including base salary and bonus. Our fee is one-third of the compensation, plus expenses. The fee is paid in three equal installments, one-third due at confirmation of the search and the remaining two payments in 30 and 60 days. • In some cases, we establish a mutually agreed upon fixed fee, paid in three equal payments as outlined above, plus expenses. • Performance Commitments: • A Boyden commitment to work on a search until the client is satisfied. • An Equal Opportunity for all policy. The staffing policies and practices of Boyden, for both our organization as well as our clients, are fully nondiscriminatory. • Strict confidentiality. • Extensive follow-up with the client and the successful candidate after the search is completed. Identifying potential or real problems early permits rapid resolution and ensures the satisfaction of all concerned. • A long-term client perspective that views a search assignment as the beginning or the continuation of an on-going relationship. • A follow-up report, if appropriate, reviewing factual and perceptual information discovered in the marketplace during the course of the search. • The highest level of personal and professional integrity from the Boyden team. • A full disclosure of off-limits.