Digitiliti

BOARD COMMITTEES

Audit Committee

The Audit Committee assists the board of directors in monitoring the integrity of the financial statements of the Company, the independent auditor's qualifications and independence, the performance of the Company's internal audit function, the integrity of management and information systems and internal controls, and compliance with legal and regulatory requirements.

Compensation Committee

The Compensation Committee approves all plans relating to compensation of the Company's executives, administers, and approves awards under the Company's equity based-compensation plans.

Corporate Governance and Nominating Committee

The Nominating and Corporate Governance Committee assists the board of directors in identifying individuals qualified to become Board members, determines the composition of the board and its committees, and performs a leadership role in shaping the Company's corporate governance policies, including developing and recommending to the board a set of corporate governance principles.