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OCC Board Committee Charters

The Board currently has five committees: the Audit Committee, the Compensation and Performance Committee, the Governance and Nominating Committee, the Risk Committee and the Technology Committee.

The Audit Committee

The Board has established an Audit Committee to assist the Board in overseeing OCC's financial reporting process, OCC's system of internal control, OCC's auditing process, OCC's process for monitoring compliance with applicable laws and regulation, and OCC's compliance and legal risks.

The Compensation and Performance Committee

The Board has established a Compensation and Performance Committee to assist the Board in overseeing general business, regulatory capital, investment, corporate planning, compensation and human capital risks as well as executive management succession planning and performance assessment.

The Governance and Nominating Committee

The Board has established a Governance and Nominating Committee to assist the Board in overseeing OCC's corporate governance processes, including assessing that OCC's governance arrangements are clear and transparent, establishing the qualifications necessary for Board service to ensure that the Board is able to discharge its duties and responsibilities, identifying and recommending to the Board candidates eligible for service as Public Directors and Member Directors, and resolving certain conflicts of interests.

The Risk Committee

The Board has established a Risk Committee to assist the Board in overseeing OCC's financial, collateral, risk model and third party risk management processes.

The Technology Committee

The Board has established a Technology Committee to assist the Board in overseeing OCC's information technology strategy and other company-wide operational capabilities.