Please read the voting instructions carefully. It has been widely assumed here that a non-vote (ie, if you just ignore the vote) is as good as a NO VOTE against Proposal #1 (reverse split). The following clause in the Proxy Statement seems to contradict this:
If anyone is able to clarify and shed some light on the above it will be appreciated!
The following clause has been interpreted as meaning that a "non-vote is as good as a NO VOTE":
The problem as I see it, is that if we rely on the above last sentence, the broker will likely vote in favour of the proposal as stated in the previous quoted clause.
Perhaps a sharper mind can decipher this for us so that we are 100% sure on what it all means. My advice is that if you want your vote to count, especially if it's a no vote, then it's best that you do in fact vote accordingly.
The following are the voting instructions:
Voting Instructions
To our clients:
We have been requested to forward to you the displayed proxy material (ballot) - relative to securities held by us in your account but not registered in your name. Such securities can be voted only by us as the holder of record. We shall be pleased to vote your securities in accordance with your wishes, if you will execute the ballot and submit it as per the instruction on this Internet site. It is understood that if you submit the ballot without otherwise marking it the securities will be voted as recommended by the Board of Directors on all matters to be considered at the meeting.
For margin accounts, in the event your securities have been loaned over the record date, the number of shares we vote on your behalf has been or can be adjusted downward.
For the meeting, the extent of our authority to vote your securities in the absence of your instructions is as follows:
We urge you to submit your instructions so that we may vote your securities in accordance with your wishes.
However, the rules of the New York Stock Exchange provide that if instructions are not received from you prior to the issuance of the first vote the proxy may be given at discretion by the holder of record of the securities (on the tenth day, if the proxy material was mailed/transmitted at least 15 days prior to the meeting date; on the fifteenth day if proxy material was mailed/transmitted 25 days or more prior to the meeting date). If you are unable to communicate with us by such date, we will nevertheless follow your instructions, even if our discretionary vote has already been given, provided your instructions are received prior to the meeting date.
Should you wish to attend the meeting please check the box on the ballot and submit it as per the instruction on this Internet site. A legal proxy covering your securities will be issued to you.
Quote:Your vote is very important. All properly completed proxy cards delivered pursuant to this solicitation, whether via mail, telephone or the Internet, and not revoked will be voted at the Meeting in accordance with the directions given. You may vote in favor of, against, or you may abstain from, voting on the proposal. You should specify your respective choice on the proxy card. If you do not give specific instructions with regard to the matters to be voted upon, the shares of Common Stock represented by your completed proxy card will be voted in accordance with the Board of Director’s recommendation. We strongly encourage you to submit your voting instructions and exercise your right to vote as a stockholder.
If anyone is able to clarify and shed some light on the above it will be appreciated!
The following clause has been interpreted as meaning that a "non-vote is as good as a NO VOTE":
Quote:Required Vote
The affirmative vote of a majority of the outstanding shares of Common Stock and Series A Preferred Stock entitled to vote is required for approval of the proposed amendment. Therefore, abstentions and broker non-votes will have the same effect as votes against this proposal.
The problem as I see it, is that if we rely on the above last sentence, the broker will likely vote in favour of the proposal as stated in the previous quoted clause.
Perhaps a sharper mind can decipher this for us so that we are 100% sure on what it all means. My advice is that if you want your vote to count, especially if it's a no vote, then it's best that you do in fact vote accordingly.
The following are the voting instructions:
Voting Instructions
To our clients:
We have been requested to forward to you the displayed proxy material (ballot) - relative to securities held by us in your account but not registered in your name. Such securities can be voted only by us as the holder of record. We shall be pleased to vote your securities in accordance with your wishes, if you will execute the ballot and submit it as per the instruction on this Internet site. It is understood that if you submit the ballot without otherwise marking it the securities will be voted as recommended by the Board of Directors on all matters to be considered at the meeting.
For margin accounts, in the event your securities have been loaned over the record date, the number of shares we vote on your behalf has been or can be adjusted downward.
For the meeting, the extent of our authority to vote your securities in the absence of your instructions is as follows:
We urge you to submit your instructions so that we may vote your securities in accordance with your wishes.
However, the rules of the New York Stock Exchange provide that if instructions are not received from you prior to the issuance of the first vote the proxy may be given at discretion by the holder of record of the securities (on the tenth day, if the proxy material was mailed/transmitted at least 15 days prior to the meeting date; on the fifteenth day if proxy material was mailed/transmitted 25 days or more prior to the meeting date). If you are unable to communicate with us by such date, we will nevertheless follow your instructions, even if our discretionary vote has already been given, provided your instructions are received prior to the meeting date.
Should you wish to attend the meeting please check the box on the ballot and submit it as per the instruction on this Internet site. A legal proxy covering your securities will be issued to you.
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