Resolved: Shareholders request that the Board of Directors adopt a policy on Board diversity that requires the Nominating and Corporate Governance Committee consistent with its fiduciary duties to: include women and minority candidates in the pool from which Board nominees are chosen; expand director searches to include nominees from both non-executive corporate positions and non-traditional environments such as government, academia, and non-profit organizations; report to shareholders by February, 2015, at reasonable expense and omitting proprietary information, its efforts to encourage diversified representation on the Board and the manner in which it will assess the effectiveness of its efforts and policy. …