Committee Charters
Corporate Social Responsibility Charter

(Effective as of December 10, 2009)

I. PURPOSE

The purpose of the Corporate Social Responsibility (“CSR”) Committee (the "Committee”) is to review, make recommendations to, and approve Green Mountain Coffee Roasters, Inc.’s (the “Company’s”) goals, policies, and programs relating to the Company’s corporate social responsibility (“CSR”) and environmental practices.

In furtherance of its purpose, the Committee will provide support to the Company in its efforts to both achieve its corporate, social and environmental goals but also to leverage the activities that support these goals to differentiate the Company and its brands in the marketplace.

II. COMPOSITION

The Committee shall consist of at least three members, each of whom shall be members of the Board of Directors (the “Board”). Committee members will be appointed and removed by the Board on the recommendation of the Governance and Nominating Committee. The members of the Committee shall be appointed by the Board at the annual organizational meeting of the Board or at such other times as the Board may deem appropriate. Unless a Chair of the Committee is appointed by the Board, the members of the Committee may designate a Chair by majority vote of the full Committee membership.

III. MEETINGS

The Committee shall meet with such frequency and at such intervals as it shall determine necessary to carry out its duties and responsibilities, but in any case, at least three times a year. Any member of the Committee may call a meeting of the Committee upon due notice to each other member at least forty-eight hours prior to the meeting (provided that participation in any meeting shall be deemed to constitute waiver of any deficiency in such notice). Any action of the Committee shall be taken by the affirmative vote of a majority of the members and may be taken without a meeting if all members of the Committee consent in writing. The Committee may delegate its authority to a subcommittee or to such other person that the Committee determines is appropriate and is permitted by law. The Committee may establish such other procedures to govern its operation as it determines are appropriate.

IV. DUTIES AND RESPONSIBILITIES

The Committee will:

  1. Support alignment between the Company and the Board on the Company’s CSR goals.
  2. Review as necessary or appropriate, but at least annually (i) external political and public policy issues and trends that could have the potential for serious impact on the Company’s business operations or corporate reputation and (ii) shareholder proposals involving issues of CSR and/or public policy and to make recommendations to the Board regarding the Company’s response to these proposals consistent with applicable legal and regulatory requirements.
  3. Review and approve for recommendation to the Board, the Company’s annual public CSR Report.
  4. Assess the effectiveness of external communications regarding the Company’s CSR policies, programs, partnerships, activities, and goals.
  5. Review and provide guidance, as appropriate or as requested by the Company, to the Company on its CSR programs, policies, partnerships, activities and goals to ensure consistency with and impact upon the Company’s business strategy and the creation of stakeholder value.
  6. Make regular reports to the full Board of Directors, or committees thereof, regarding the Committee’s activities.
  7. Review and assess the adequacy of this charter and submit any changes to the Board for approval.
  8. Develop and consult with an outside Advisory Committee periodically on CSR issues as the Committee shall deem appropriate.
  9. Review such other matters as the Board of Directors or the Committee shall deem appropriate.

V. RESOURCES AND AUTHORITY

The Committee shall have the authority to select, retain (which includes the authority to determine the terms, conditions and fees related to such retention), terminate, and approve the fees for, at the expense of the Company, such advisors as it shall consider appropriate to carry out its duties and responsibilities.


Contacts:
KATHLEEN SHAFFER
Investor Relations Coordinator
email: see Contact Us 
phone: (802) 882-2899


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Green Mountain Coffee Roasters, Inc., 33 Coffee Lane, Waterbury VT 05676
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