Board Committees

In accordance with the requirements of the New York Stock Exchange, the Board shall have at least three committees to assist it in fulfilling its responsibilities: an Audit Committee, a Compensation Committee, and a Nominating and Corporate Governance Committee.

Each of these committees is required to have a charter that sets forth, among other items, the committee’s purposes and responsibilities. The committee charters must be reviewed annually and must be posted on Southwest’s website. They will also be mailed to Shareholders on written request.

Except as otherwise required by law, these Corporate Governance Guidelines, or by committee charter, each committee may determine the procedural rules for meeting and conducting its business; provided that each committee shall meet on a regular basis. The Company shall provide the committees with the staff support and resources necessary for the committees to discharge their respective responsibilities.