Consensus has developed corporate governance practices consistent with its shareholders’ best interests and the requirements of the law. The Company’s Board of Directors is committed to rigorously and diligently exercising its oversight responsibilities throughout the company, managing Consensus’s affairs consistent with the highest principles of business ethics and satisfying corporate governance requirements of both federal law and the NASDAQ. The steps Consensus has taken to fulfill this commitment include the following, among others:

A majority of Consensus’s Board members, and all members of its Audit Committee and Compensation Committee, are independent of the Company and its management.

The Audit Committee has established policies consistent with the newly enacted corporate reform law for auditor independence.

Deloitte & Touche LLP(“Deloitte”), our independent accountants, reports directly to the Audit Committee.

The charters of our Board committees clearly establish their respective roles and responsibilities.

The Company has a clear code of business conduct and ethics, which requires all Consensus Board members and employees to conduct the Company’s business in accordance with the law and the highest ethical standards.

We have a confidential hot line available to all employees to facilitate anonymous reporting of any questionable activities.