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In summary, the business judgment rule provides that a director, including a member of the audit committee, should undertake his or her duties:
-In good faith, with honesty and without self-dealing or improper personal benefit;
-In a manner that the committee member believes to be in the best interests of the corporation and its shareholders; and
-With the care, including reasonable inquiry, that an ordinarily prudent person in a like position would use under similar circumstances
See full Article.