| Policy
for Stockholder Nomination of Directors
The Corporate Governance and Nominating Committee of Stillwater
Mining Company (the "Company") will consider director
candidates recommended by stockholders. In considering candidates
submitted by stockholders, the Corporate Governance and Nominating
Committee will take into consideration the needs of the Board and
the qualifications of the candidate and the requirements under the
Stockholders Agreement among the Company, MMC Norilsk Nickel and
Norimet Limited. The Corporate Governance and Nominating Committee
may also take into consideration the number of shares held by the
recommending stockholder and the length of time that such shares
have been held. To have a candidate considered by the Corporate
Governance and Nominating Committee, a stockholder must submit the
recommendation in writing and must include the following information:
-
The name of the stockholder and evidence of the person's ownership
of Company stock, including the number of shares owned and the
length of time of ownership; and
- The
name of the candidate, the candidate's resume or a listing of
his or her qualifications to be a director of the Company and
the person's consent to be named as a director if selected by
the Corporate Governance and Nominating Committee and nominated
by the Board.
The
stockholder recommendation and information described above must
be sent to the Corporate Secretary, Stillwater Mining Company, P.O.
Box 1330, 536 East Pike Avenue, Columbus, Montana 59019, and must
be received by the Corporate Secretary not less than 120 days prior
to the anniversary date of the Company's most recent annual meeting
of stockholders.
The
Corporate Governance and Nominating Committee believes that the
minimum qualifications for serving as a director of the Company
are that a nominee demonstrate, by significant accomplishment in
his or her field, an ability to make a meaningful contribution to
the Board's oversight of the business and affairs of the Company
and have an impeccable record and reputation for honest and ethical
conduct in both his or her professional and personal activities.
In addition, the Corporate Governance and Nominating Committee examines
a candidate's specific experiences and skills, time availability
in light of other commitments, potential conflicts of interest and
independence from management and the Company. The Corporate Governance
and Nominating Committee also seeks to have the Board represent
a diversity of backgrounds and experiences.
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