Pursuant to Section 303A.09 of the NYSE Listed Company Manual The business and affairs of Cohen & Company (“the Company”) shall be managed under the direction of the Board of Directors (the “Board”) in accordance with Maryland law. The Board will have the responsibility for the overall stewardship of the Company, including establishing the overall policies and standards for the Company in the operation of its business, and reviewing and approving financial and business plans. In addition, the Board will monitor and assess the overall performance and progress of the Company. To this end, the Board has adopted the following guidelines to assist it in its corporate governance responsibilities.
Adopted October 2006; Updated December 17, 2009 and February 13, 2014