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What are the details of the Final SEC ruling, do I have to participate?
What is changing?
What does it mean to me?
How can I evaluate the benefits of eProxy for my company?
What are the risks?
How will eProxy affect my deadlines?
Under the Final rules does paper go away entirely?
Do I still need to print a Proxy Statement?
Do I still need to print a Proxy card?
Do the same rules apply to both Registered and Beneficial shareholders?
Does the Notice need to be mailed every year?
Do we need to track who reviews the proxy materials posted on the website?
How will eProxy integrate with my shareholder communication program and corporate branding?
What are other companies doing?
What do I have to do right now?
How can Bowne help?

Q: What are the details of the Final SEC ruling, do I have to participate?
A: The Final rule entitled "Shareholder Choice Regarding Proxy Materials" was published on July 26, 2007 and is effective January 1, 2008. Large Accelerated Filers, not including registered investment companies, must comply with the new rules as of January 1, 2008. Registered investment companies and issuers that are not large accelerated filers may comply voluntarily in 2008, but must comply by January 1, 2009. Under the final rule, the issuer has two alternatives to communicate with their shareholders: Notice Only or Full Set Delivery. Both options require that proxy materials are available to shareholders free of charge on an Internet website that is not the SEC’s EDGAR website.

Q: What is changing?
A: The SEC is giving shareholders a choice on how they receive annual proxy materials and communications, but the default delivery method is changing. Issuers may now post electronic versions of the proxy materials to a website and only fulfill paper requests as they are received.

Q: What does it mean to me?
A: If you are a Large Accelerated Filer (but not a registered investment company), beginning January 1, 2008 you must post your proxy materials on a non-tracking, non-EDGAR website. You must also include SEC-mandated details of this posting either within your proxy statement or in a separate Notice. You can choose to deliver the full set of proxy materials to all of your shareholders; in which case all deadlines remain the same. If you opt for the Notice Only option you need to communicate with shareholders 40 days before the annual meeting. In this case, hard copies of the materials will only be mailed upon shareholder request. This rule applies to all other filers starting January 1, 2009.

Q: How can I evaluate the benefits of eProxy for my company?
A: There are many details to consider. Of prime consideration should be cost, shareholder participation and timing. The effort to reduce cost on printing materials may not outweigh the effort of a shortened timeline or the cost of providing paper copies on demand. Bowne can help analyze the options open to you on a case by case basis and will provide eProxy solutions designed to maximize the shareholder experience.

Q: What are the risks?
A: The biggest risk is the impact it might have on voter turnout. If you have non-routine items on your ballot this year, you should consider following the traditional route to encourage the most responsive shareholder vote.

Q: How will eProxy affect my deadlines?
A: You must send the Notice of Internet Availability of proxy materials and post the proxy materials online 40 DAYS before the meeting. If a shareholder requests hard copy delivery of the proxy materials, they must be delivered within 3 DAYS of receiving the request.

Q: Under the Final rules does paper go away entirely?
A: No, the SEC ruling is a phased-in approach. Registered investment companies and issuers that are not Large Accelerated Filers do not have to comply and can continue distributing their proxy materials the traditional way. Large Accelerated Filers also have the choice of the Full Set Delivery option and can still opt to send paper to their shareholders. In this case they would need to comply to the ruling by also making their proxy materials available electronically and include notice of such in their proxy materials.

Q: Do I still need to print a Proxy Statement?
A: Yes, under the Notice Only option shareholders have the right to request a paper proxy package. Estimates on the percentage of shareholders most likely to request a paper package vary greatly, from 5% to over 20%.

Q: Do I still need to print a Proxy card?
A: For Shareholders that request paper, they will need a paper proxy card or some physical communication containing their personal voting control number. Brokers will also need their instruction card for street name securities.

Q: Do the same rules apply to both Registered and Beneficial shareholders?
A: Yes, both shareholder groups have the choice of how they want to receive proxy materials. The Issuer however makes the decision of how the materials are distributed. Therefore if the issuer chooses the Notice Only option, both groups of shareholders will receive a Notice of Internet Availability.

Q: Does the Notice need to be mailed every year?
A: Yes, Issuers must send out the Notice each year (Large Accelerated Filers starting January 1, 2008, and all other filers starting January 1, 2009). Shareholders who have agreed to electronic delivery, and have provided an email address, can receive the Notice via email.

Q: Do we need to track who reviews the proxy materials posted on the website?
A: No, you are not required to monitor the shareholders that electronically access the materials. The SEC mandate requires that the website must be maintained in a way that does not infringe on the anonymity of the person accessing it and cannot use "cookies". Issuers must maintain a list of the shareholders that have requested to permanently receive paper packages so that they receive them automatically in the future.

Q: How will eProxy integrate with my shareholder communication program and corporate branding?
A: With Bowne ePOD™ you can maximize shareholder communications in a cost effective way with a customized, branded Notice and Access letter, website and voting platform.

Q: What are other companies doing?
A: Approximately 10% of companies have participated in the Notice Only model. The majority of the clients that have contacted us for support in evaluating their options have indicated that they will most likely take the "wait-and-see" approach.

Q: What do I have to do right now?
A: If you are considering the Notice Only option, begin gathering information on how your shareholder base splits and the specifications for your hard copy proxy material. Review these details with Bowne who has multi-platform print capabilities that can be scaled to match your needs.

Q: How can Bowne help?
A: Bowne is still your advisor for creating, filing and printing your proxy materials. We can help you analyze how eProxy will impact your business and determine the most cost-effective way to distribute your proxy materials. If you choose to follow the Notice Only option we can provide you with a template for your Notice and Access letter, an SEC compliant website for hosting the proxy Materials and an electronic voting platform – all customized to reflect your corporate brand. For more information, please contact your local Sales Representative.