FairPoint Communications 2009 Annual Report Download - page 174

Table of Contents
A copy of our corporate governance committee charter can be found on our website at www.fairpoint.com on the "Investors" page, under the
"Corporate Governance" caption. In addition, a copy of our corporate governance committee charter is available free of charge upon request directed to
our secretary at: Secretary, FairPoint Communications, Inc., 521 East Morehead Street, Suite 500, Charlotte, North Carolina 28202.

During 2009, the board of directors held seventeen meetings. Each current director attended at least 75% of the aggregate of the total number of
meetings held by the board of directors and the total number of meetings held by all committees of the board of directors on which he or she served,
which meetings were held when he or she was a director.
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 We have adopted a code of business conduct and ethics that applies to all of our employees, including our
principal executive officer, principal financial officer and principal accounting officer. This code of business conduct and ethics is designed to comply
with the SEC regulations and NYSE listing standards related to codes of conduct and ethics and is posted on our corporate website at
www.fairpoint.com on the "Investors" page, under the "Corporate Governance" caption. A copy of our code of business conduct and ethics is available
free of charge upon request directed to our secretary at: Secretary, FairPoint Communications, Inc., 521 East Morehead Street, Suite 500, Charlotte,
North Carolina 28202.
 We have also adopted a code of ethics for financial professionals as required by the SEC under
Section 406 of the Sarbanes-Oxley Act. This code sets forth written standards that are designed to deter wrongdoing and to promote honest and ethical
conduct by our senior financial officers, including our Chief Executive Officer, and is a supplement to our code of business conduct and ethics. In
addition to applying to our Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, and Treasurer, this code applies to all of the
other persons employed by us who have significant responsibility for preparing or overseeing the preparation of our financial statements and the other
financial data included in our periodic reports to the SEC and in other public communications made by us that are designated from time to time by our
Chief Financial Officer as senior financial professionals. Our code of ethics for financial professionals is posted on our corporate website at
www.fairpoint.com on the "Investors" page, under the "Corporate Governance" caption.
 We have also adopted corporate governance guidelines to advance the functioning of our board of directors
and its committees and to set forth our board of directors' expectations as to how it should perform its functions. Our corporate governance guidelines
are posted on our corporate website at www.fairpoint.com on the "Investors" page, under the "Corporate Governance" caption. A copy of our corporate
governance guidelines is available free of charge upon request directed to our secretary at: Secretary, FairPoint Communications, Inc. 521 East
Morehead Street, Suite 500, Charlotte, North Carolina 28202.

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Our corporate governance committee identifies and evaluates potential director candidates in a variety of ways. Recommendations may come from
current members of our board of directors, professional search firms, members of management, stockholders or other persons. In assessing the
qualifications of potential nominees, the corporate governance committee may rely on personal interviews or discussions with the candidate and others
familiar with the candidate's professional background, on third-party background and reference checks and on such other due diligence
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