The primary purposes of the Compensation Committee (the "Committee") of the Board of Directors (the "Board") is to: (a) establish the compensation policy of Avid Bioservices, Inc. (the "Company"); (b) ensure that the compensation of the Board of Directors, Chief Executive Officer and other corporate officers of the Company enables it to attract and retain high-quality leadership and is consistent with such policy; (c) review the performance of the Company’s Chief Executive Officer and other corporate officers in achieving Company fiscal year goals and objectives and to assure that senior executives of the Company are compensated effectively in a manner consistent with the strategy of the Company; and (d) produce an annual report on executive compensation for inclusion in the Company's proxy statements, in accordance with applicable rules and regulations.