FairPoint Communications 2009 Annual Report Download - page 175

Table of Contents
information as is reasonably available. The corporate governance committee must be satisfied that the candidate possesses the highest professional and
personal ethics and values and has broad experience at the policy-making level in business, government, education or public interest before the corporate
governance committee will recommend a candidate as a nominee to our board of directors.
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Our board of directors has adopted policies with respect to the consideration of candidates recommended by stockholders for election as well as for
director and stockholder communications with the board of directors.
Stockholders may recommend nominees for consideration by the corporate governance committee by submitting the names and the following
supporting information to our secretary at: Secretary, Stockholder Nominations, FairPoint Communications, Inc., 521 East Morehead Street, Suite 500,
Charlotte, North Carolina 28202. The submissions should include a current resume of the candidate and a statement describing the candidate's
qualifications and contact information for the candidate. The submission should also include the name and address of the stockholder who is submitting
the nominee, the number of shares which are owned of record or beneficially by the submitting stockholder and a description of all arrangements or
understandings between the submitting stockholder and the nominee.
Stockholders and other interested parties may communicate directly with our board of directors or the non-management directors. All
communications should be in writing and should be directed to our secretary at: Secretary, Stockholder Communications, FairPoint
Communications, Inc., 521 East Morehead Street, Suite 500, Charlotte, North Carolina 28202. The sender should indicate in the address whether it is
intended for the entire board of directors, the non-management directors as a group or an individual director. Each communication intended for the board
of directors or non-management directors received by the secretary will be forwarded to the intended recipients in accordance with the submitted
instructions.
The full text of the stockholder nominations and communications policy is available on our corporate website at www.fairpoint.com on the
"Investors" page, under the "Corporate Governance" caption.
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The non-management directors regularly meet in private session without our Chairman and Chief Executive Officer. Our lead director presides at
these non-management executive sessions. Jane E. Newman served as our lead director in 2009.
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We do not have a formal policy regarding attendance by directors at our annual meeting of stockholders but invite and encourage all directors to
attend. The annual meeting of stockholders is also held in conjunction with a regularly scheduled board of directors meeting to encourage director
attendance. Eight of our nine directors attended the 2009 annual meeting of stockholders.
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The compensation committee's principal objective in designing compensation policies is to develop and administer a comprehensive program to
attract, motivate and retain outstanding executives who are
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