GENTRACK GROUP LIMITED - AGM Information 2020

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Gentrack Group Limited Notice of Annual Meeting 2020

LETTER FROM THE CHAIRMAN

DEAR SHAREHOLDER

I invite you to the annual shareholder meeting of Gentrack Group Limited (“Gentrack”) on Wednesday, 26 February 2020 at 4:00pm (NZT) at the offices of Link Market Services, Level 11, Deloitte Centre, 80 Queen Street, Auckland, New Zealand.

Gentrack CEO, Ian Black and I will speak about Gentrack’s performance during the financial year to 30 September 2019, our plans for 2020 and comment on the recent guidance provided to the markets. Shareholders will be given an opportunity to ask questions.

In the formal part of the meeting, you will be asked:

To vote to authorise the Board to select the auditors and to set the remuneration of the auditors;
To vote on the election of Darc Rasmussen as a director of Gentrack, Darc will replace James Docking who retired as a director of Gentrack in December 2019;
To vote on the re-election of Leigh Warren as a director of Gentrack as Leigh retires by rotation at the meeting; and
To vote on the amendment of Gentrack’s Constitution in the manner and form signed by the Chairman and tabled at the Annual Meeting for the purpose of identification.

You can read about the respective backgrounds of Darc and Leigh in the Meeting Notes enclosed with this letter. The Board unanimously supports the election of Darc and re-election of Leigh as directors.

If you cannot attend the meeting, I encourage you to complete the proxy appointment and/or vote online before 4.00pm (NZT) on Monday, 24 February 2020. Alternatively, please complete the Proxy Form and return it to Link Market Services.

For shareholders attending the meeting, please bring the enclosed Proxy/Admission Form with you to help us with your registration on the day.

You are invited to meet the Board and management at the conclusion of the formalities. I look forward to seeing you then and thank you for your ongoing support.

Yours sincerely

John Clifford Chairman 28 January 2020

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

Notice is hereby given that the Annual Meeting of shareholders of Gentrack Group Limited will be held at 4.00pm (NZ time) on Wednesday, 26 February 2020 at the offices of Link Market Services, Level 11, Deloitte Centre, 80 Queen Street, Auckland, New Zealand.

ITEMS OF BUSINESS

A. Chairman’s introduction
B. Addresses to shareholders
C. Shareholder discussion
D. Resolutions

RESOLUTIONS

To consider, and if thought fit, to pass the following ordinary resolutions:

Appointment of Auditors and Auditor Remuneration : That the Board is authorised to appoint KPMG as the company auditors and fix the auditors’ remuneration.
Election of Darc Rasmussen : That Darc Rasmussen, appointed by the Board on 12 December 2019, be elected as a director of Gentrack Group Limited.
Re-election of Leigh Warren : That Leigh Warren be re-elected as a director of Gentrack Group Limited.

SPECIAL RESOLUTIONS

To consider and, if thought fit, to pass the following special resolution:

Revocation and Adoption of Constitution : That the existing company constitution is revoked and the new constitution, in the form presented at the Annual Meeting, is adopted as the constitution of Gentrack Group Limited with effect from the close of the meeting.

Resolutions 1, 2 and 3 are to be considered as ordinary resolutions and, to be passed, require the approval of more than 50% of the votes of those shareholders entitled to vote and voting on the resolution. Resolution 4 is to be considered as a special resolution and, to be passed, requires the approval of 75% or more of the votes of those shareholders entitled to vote and voting on the resolution.

Further information relating to these resolutions is set out in the Meeting Notes accompanying this Notice of Meeting. Please read and consider the resolutions together with the notes.

By order of the Board

John Clifford Chairman 28 January 2020

MEETING NOTES

RESOLUTION 1: APPOINTMENT OF AUDITORS AND AUTHORISATION TO FIX AUDITORS’ REMUNERATION

KPMG is the auditor of Gentrack Group Limited and has indicated its willingness to continue in office. The Companies Act 1993 provides that a company’s auditor is automatically reappointed unless the shareholders resolve to appoint a replacement auditor or there is some other reason for the auditor not to be reappointed.

Section 207S of the Companies Act 1993 further provides that the auditors’ fees and expenses must be fixed by the company or in the manner that the company determines at a shareholders’ meeting. In this case, shareholders are being asked to resolve that the directors are authorised to fix the auditors’ remuneration.

RESOLUTIONS 2 AND 3: DIRECTORS’ ELECTION AND RE-ELECTION

Darc Rasmussen was appointed by the Board as a nonexecutive Director on 12 December 2019, following the resignation of James Docking. As he was appointed by the Board, it is a requirement that his appointment be considered by shareholders at the Annual Meeting.

Leigh Warren was appointed by the Board as a nonexecutive director in May 2012. He retires by rotation and offers himself for re-election again this year.

You can read the respective backgrounds of Darc and Leigh in their profiles on pages 16 to 17. The Board unanimously supports the election of Darc and re-election Leigh as directors.

RESOLUTION 4: AMENDMENT TO GENTRACK’S CONSTITUTION

The former NZX Listing Rules (dated 1 October 2017) have been replaced by updated Listing Rules which took effect from 1 January 2019 (the New Rules). In accordance with the transitional arrangements for the New Rules, Gentrack transitioned to the New Rules with effect from 1 April 2019. As a consequence of the transition to the New Rules, Gentrack’s Constitution needs to be updated to ensure that it meets the requirements of, and is consistent with, the New Rules (as required by New Rule 2.18.1). Gentrack has also taken the opportunity to propose additional improvements to its Constitution to reflect recent amendments to the Companies Act 1993 and for consistency with market practice.

A summary of the significant changes to the Constitution is set out in the following table. A marked up and clean copy of the proposed changes to Gentrack’s Constitution are available online under the Reports and Presentations section of the Investor Centre at www.gentrack.com.

Unless expressly stated otherwise, references to the clause numbers below are references to the clause numbers in the

Constitution as proposed to be amended.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
1.1	Defnitions	Several defnitions in clause
		1.1 have been amended for
		consistency with the equivalent
		defnitions under the New Rules
		including replacing the defned
		term “Securities” with the new term
		“Financial Products” for consistency
		with the terminology used under
		the Financial Markets Conduct Act
		2013.
1.4	Confrmation of	Proposed new clause 1.4 clarifes
	Ofce	and confrms that the adoption of
		an updated constitution does not
		afect ofces (including director
		appointments) or any acts of
		authority under the previous
		constitution. This clause replaces
		the wording in clause 18.2 which
		has been deleted.
Deletion	Compliance with	The ASX Listing Rules requiring the
of existing	ASX Listing Rules	Constitution to contain provisions
clause 2.3		to the efect of existing clause
		2.3 apply to a full ASX listing
		but do not apply to ASX foreign
		exempt listings such as Gentrack.
		Accordingly, clause 2.3 has been
		deleted. Gentrack will, however,
		still be required to comply with
		those ASX Listing Rules which are
		applicable to a foreign exempt
		listed issuer.
2.4	NZX Rulings	Clause 2.4 has been updated
		to refect minor changes to the
		language used in the New Rules.
		There has been no change in
		substance to this clause.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
2.5	Efect of failure to	Clause 2.5 has been updated
	comply	to refect minor changes to the
		language used in the New Rules.
		There has been no change in
		substance to this clause.
7.1	Lien on unpaid	Clause 7.1 has been updated
	and partly paid	to refect minor changes to the
	shares	language used in the New Rules.
		There has been no change in
		substance to this clause.
Deletion	Right to set of	The right to deduct amounts
of existing		owed by a shareholder of the
clause 8.8		Company from any dividend or
		other distribution payable to that
		shareholder is covered under
		clause 27.3. Accordingly, clause 8.8
		has been deleted to remove the
		duplication.
9.2	Right to transfer	Clause 9.2 has been updated to
		refect the repeal of the Securities
		Transfer Act 1991 by the applicable
		provisions in the Financial Markets
		Conduct Act 2013 and the Reserve
		Bank of New Zealand Act 1989.
		There is no change to shareholders’
		ability to transfer shares.
9.5	Power to refuse	Clause 9.5 has been updated
	to register	to refect minor changes to the
		language used in the New Rules.
		There has been no change in
		substance in this clause.
9.7	Sale of less	Clause 9.7 has been updated to
	than Minimum	refect current market practice.
	Holding	There is no change to the
		Company’s powers in respect of
		minimum holdings.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
11.1	Methods	Clause 11.1 has been updated to
	of holding	provide more up-to-date wording
	meetings	in relation to holding meetings
		by electronic means (i.e. “hybrid
		meetings” or “virtual meetings”).
		This change provides fexibility
		for using technology as part of
		shareholder meetings and aligns
		the Constitution with changes
		made to the Companies Act.
Deletion	Rights of Equity	Existing clause 12.2 was required
of existing	Security Holders	to be included in the Constitution
clause 12.2	and Directors	or incorporated by reference
		under former Listing Rule 6.3.1.
		The corresponding New Rule, Rule
		2.14.1, is no longer required to be
		included in the Constitution or
		incorporated by reference and,
		accordingly, clause 12.2 has been
		deleted.
		Notwithstanding the deletion of
		this clause, New Rule 2.14.1 will still
		apply, meaning that equity security
		holders of all classes are still entitled
		to attend meetings of shareholders
		and receive copies (or have access
		to electronic copies) of all notices,
		reports and fnancial statements
		issued to holders of fnancial
		products carrying voting rights.
12.2	Contents of	Clause 12.2 has been updated
	notice	to refect changes made to the
		Companies Act in 2014 and to
		include a general provision which
		acknowledges that the Company
		must comply with any additional
		requirements for notices under the
		New Rules.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
12.3	Irregularity in	Clause 12.3 has been amended
	notice	to include improved wording in
		relation to accidental omissions
		in sending notices of meetings to
		shareholders (to refect clause 2(3A)
		of Schedule 1 of the Companies Act
		and common market practice).
14.2	Size of quorum	Clause 14.2 has been amended
		to refect that shareholders
		participating in a meeting by audio,
		visual or electronic means form
		part of the quorum.
15.2	Meetings by	Clause 15.2 has been updated
	audio-visual or	to refect changes made to the
	electronic means	Companies Act in 2012 to provide
		greater fexibility in relation to the
		permitted methods for voting at
		meetings.
15.3	Postal votes	Clause 15.3 has been amended to
		refect the permitted methods for
		voting at meetings by electronic
		means.
15.12	Declaration of	Clause 15.12 has been simplifed
	result	to enable the chairperson to
		declare the result of a poll as soon
		as it is known and to remove the
		outdated requirements for auditor’s
		and scrutineer’s certifcates to
		be provided before the result
		is declared. This clause refects
		current market practice.
16.1	Shareholder	Proposed new clause 16.1
	participation by	has been added to align the
	electronic means	Constitution with changes made
		to the Companies Act in relation
		to shareholder participation in
		meetings by electronic means.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
16.2	Appointment	Clause 16.2 has been amended to
	and voting by	refect the permitted methods for
	electronic means	voting at meetings by electronic
		means.
17.1	Proxies permitted	Clause 17.1 has been updated to
		refect changes to the Companies
		Act relating to the appointment of
		proxies.
17.2	Form of Proxy	Clause 17.2 has been amended
		to refect current market practice
		in relation to the appointment of
		proxies by electronic means, to
		refect changes to the language
		used in the New Rules and to
		remove content no longer required
		to be repeated in the Constitution.
		The changes do not afect the right
		to appoint a proxy. The new Rules
		still provide that the proxy form
		must enable the shareholder to
		instruct the proxy to vote for or
		against all resolutions and that it
		may not include any name or ofce
		(e.g. chairperson) flled in as proxy
		holder.
17.3	Lodging proxy	Clause 17.3 has been updated to
		refect changes to the Companies
		Act in 2017 relating to lodging
		proxies. The amendment clarifes
		that a notice of meeting may
		provide for diferent matters for
		diferent kinds of proxies (e.g. a
		diferent specifed time for receipt
		of a proxy electronically).

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
21.2	Composition of	Proposed new clause 21.2 has
	the Board	been added to incorporate by
		reference the requirements of
		the New Rules relating to Board
		composition, rather than restate
		the requirements in full as the
		requirements may change over
		time.
21.3	Appointment of	Proposed new clause 21.3 refects
	Directors	New Rule 2.2.1 which concisely
		sets out the methods by which
		directors may be appointed. New
		Rule 2.2.1 must be included in the
		Constitution or incorporated by
		reference. There is no change to the
		manner in which directors may be
		appointed.
21.6	Rotation of	Clause 21.6 is amended to
	Directors	incorporate the rotation
		requirements under the New
		Rules by reference. Under the
		New Rules, a director must not
		hold ofce (without re-election)
		past the third annual meeting or
		three years, whichever is longer.
		This rotation requirement applies
		to non-executive and executive
		directors including any managing
		director. The former Listing Rules
		required one third of directors (or
		the number nearest to one third)
		to retire from ofce at the annual
		meeting each year, who were then
		eligible for re-election

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
Deletion	Appointment	Existing clause 21.6 is no longer
of existing	of directors to	required to be included in the
clause 21.6	be voted on	Constitution or incorporated by
	individually	reference and, accordingly, it has
		been deleted. Notwithstanding
		the deletion of this clause, the
		Company remains subject to the
		requirements of New Rule 2.2.3.
23.1	Appointment	Clause 23.1 refected the
	and removal	requirement under the former
		Listing Rules that the term of
		appointment of a managing
		director must not exceed fve
		years. This has been removed from
		clause 22.1 because this restriction
		no longer applies under the New
		Rules.
24.7	Insufcient	Clause 24.7 has been updated to
	number of	refect the language used in the
	directors	New Rules. There has been no
		change in substance to this clause.
24.14	Interested	Proposed new clause 24.14
	directors	has been added to refect the
		requirements in New Rules 2.10.1
		and 2.10.2 relating to interested
		directors. These requirements must
		be included in the Constitution or
		incorporated by reference.
27.1	Method of	Clause 27.1 has been updated to
	payment	refect current market practice
		in relation to the method of
		distribution payments.
27.3	Deductions	Clause 27.3 has been updated to
		refect current market practice
		in relation to deductions from
		dividends or other distributions.

CLAUSE	TOPIC	SUMMARY OF PROPOSED
REF		CHANGE TO CONSTITUTION
Deletion	Service of notice	Existing clause 27.2 was included in
of existing	outside of New	the Constitution to comply with the
clause 28.2	Zealand	requirements of the former Listing
		Rules. The corresponding New Rule,
		Rule 2.14.2, is no longer required
		to be included in the Constitution
		or incorporated by reference
		and, accordingly, this clause has
		been deleted. Notwithstanding
		the deletion of this clause, the
		requirements of New Rule 2.14.2
		will still apply.
31.2	Company	Clause 31.2 repeated the
	may appoint	requirements of section 181 of the
	attorneys	Companies Act. It has now been
		amended to refer to that section
		directly. There has been no change
		in substance to this clause.

Bell Gully has provided an opinion to the NZX that it considers that all proposed amendments comply with the New Rules.

PROFILES

DARC RASMUSSEN Non-Executive Director

Darc is a seasoned enterprise software professional with over 25 years’ experience successfully building and growing Software as a Service (SaaS) and Cloud-based

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businesses across global markets. He has spent his career working and living in Europe, the USA and Asia/Pacific, growing public and private companies including Infor, SAP, IntraPower (Trusted Cloud) and Integrated Research. He lead the SAP (NYSE:SAP) global CRM Line of Business, building it from start-up to total annual revenues of US$1.5 billion in 2007. He was also CEO at Integrated Research (ASX:IRI) where he led the company through a whole of business transformation strategy that delivered 70%+ revenue and profit growth along with a tripling of the company’s market capitalisation. Darc led the development and execution of a product and go to market strategy that won Integrated Research the distinction of Gartner “Cool Vendor” and established the company as the global market leader in Unified Communications Performance Management. Darc is also currently a Non-Executive Director at Objective Corporation (ASX:OCL).

LEIGH WARREN Non-Executive Director

Leigh Warren has 25 years of experience in international business and has held a number of director and executive positions for large multinational software companies

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including Managing Director for Oracle in South Africa and Australia-New Zealand, Chief Operating Officer for SAP in North Asia, President of ABB Software EMEA and Vice President Asia Pacific for Symantec.

Leigh is also a director for Hong Kong based Solution Access, an early stage technology investment group and an advisor to boutique investment group Caldera Pacific also based in Hong Kong.

IMPORTANT INFORMATION

PROXIES

Any shareholder entitled to attend and vote at the Annual Meeting can appoint a ‘proxy’ to attend and vote. If you appoint a proxy, you can either direct your proxy how to vote or let them decide on the day on your behalf. If you do not tick a box for a particular resolution, then your proxy will abstain from voting.

To appoint your proxy online, please visit: vote.linkmarketservices.com/GTK. New Zealand Register Holders will require their CSN/Holder Number and FIN. Australian Register Holders will require their Holder Number and postcode.

Note: If you have previously registered a Link Investor Centre Portfolio, log in to your portfolio and select the ‘voting’ option from the top menu.

Alternatively, please complete and return your Proxy Form in one of the methods described on the reverse of the Proxy Form.

The completed Proxy Form must be received by Link Market Services no later than 4.00pm (NZT) on Monday, 24 February 2020. Forms received after this will not be valid.

ORDINARY RESOLUTION

The meeting is held to pass the ordinary resolutions set out above. An ordinary resolution is required to be passed by 50% of the votes from shareholders entitled

to vote and voting on the resolutions in person or by proxy.

SPECIAL RESOLUTION

Resolution 4 is a special resolution and is required to be passed by a majority of 75% of the votes of those shareholders entitled to vote and voting on the resolution in person or by proxy.

VOTING

Voting entitlements for the meeting will be determined as at 5.00pm (NZT) on Monday, 24 February 2020. Registered shareholders will be the only people entitled to vote and only the shares registered in those shareholders’ names may be voted at the meeting.

VENUE FOR ANNUAL MEETING

Link Market Services, Level 11, Deloitte Centre, 80 Queen Street, Auckland, New Zealand.

Parking can be found in close proximity to the venue within Auckland’s CBD.

FURTHER QUERIES

If you have any questions, please contact Gentrack Group Limited’s Company Secretary, Jon Kershaw, on: +64 9 966 6090.

Gentrack Group Limited 17 Hargreaves Street, St Marys Bay, Auckland 1011 PO Box 3288, Auckland 1140, New Zealand Ph: +64 9 966 6090 Email: [email protected] Web: www.gentrack.com ARBN 169 195 751

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LODGE YOUR PROXY

Online: vote.linkmarketservices.com/GTK Scan & email: [email protected] Fax: +64 9 375 5990 Deliver: Link Market Services Level 11, Deloitte Centre, 80 Queen Street, Auckland 1010 New Zealand

Mail: Use the enclosed reply paid envelope or address to: Link Market Services Limited PO Box 91976 Auckland 1142 New Zealand

Scan this QR code with your smartphone and vote online

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General Enquiries +64 9 375 5998 [email protected]

PROXY FORM/ADMISSION CARD FOR GENTRACK GROUP LIMITED ANNUAL MEETING

Notice is hereby given that the Annual Shareholder Meeting of Gentrack Group Limited will be held at 4.00pm (New Zealand time) on Wednesday, 26 February 2020 at the offices of Link Market Services, Level 11, Deloitte Centre, 80 Queen Street, Auckland, New Zealand. You can also appoint your proxy and vote on the resolutions on the reverse of this form online by going to vote.linkmarketservices.com/GTK or by scanning the QR code above with your smartphone.

Appointment of proxy

Any shareholder entitled to attend and vote at the Annual Meeting can appoint a “proxy” to attend and vote. If you appoint a proxy, you can either direct your proxy how to vote or let them decide on the day on your behalf. If you do not tick a box for a particular resolution, then your proxy will abstain from voting.

Voting of your holding

If you tick the ‘Proxy Discretion’ box for a particular resolution, you are directing your proxy to decide how to vote on that resolution on your behalf. If you tick the ‘Abstain’ box for a particular resolution, you are directing your proxy not to vote on that resolution. If a proxy does not vote on your behalf on a resolution, your votes will not be counted when calculating the majority of that resolution.

Appointing the Chairman of the Meeting as your proxy

The Chairman of the Meeting is willing to act as a proxy. “Chairman of the Meeting” should be inserted as the name of your proxy on the space provided on this proxy form if you wish the Chairman to act. If you return this form without appointing a proxy but have indicated on this form how you wish to vote, the Chairman of the meeting will vote in accordance with your express instructions.

Attending the meeting

If you wish to vote in person, you should attend the Meeting. Please bring this form with you to the Meeting to assist with your registration.

A corporation may appoint a person to attend and vote at the Meeting as its representative in the same manner as that in which it could appoint a proxy. That person need not also be a shareholder.

Signing instructions for proxy forms

Individual

Where the holding is in one name, the shareholder must sign the Proxy Form.

Joint Holding

Where the holding is in more than one name, at least one joint shareholder should sign this form (on behalf of all joint shareholders). If different joint shareholders purport to appoint different proxies, the vote of the proxy appointed by the first named joint shareholder shall apply.

Power of Attorney

If this Proxy Form has been signed under a power of attorney, a copy of the power of attorney under which it was signed (if not previously provided to the Registrar), and a signed certificate of non-revocation of the power of attorney must accompany this Proxy Form.

Corporate Shareholder

In the case of a corporate shareholder, a duly authorised officer or director must sign this Proxy Form. Persons who sign on behalf of a corporate shareholder must be acting with that corporate shareholder’s express or implied authority, or execute under the common seal of the corporate shareholder (if it has one).

PROXY/CORPORATE REPRESENTATIVE FORM

STEP 1: APPOINT A PROXY TO VOTE ON YOUR BEHALF

I/We being a shareholder/s of Gentrack Group Limited hereby appoint:

hereby appoint

or failing him/her

As my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of the Company to be held at 4.00pm on Wednesday, 26 February 2020 and at any adjournment of that Meeting.

STEP 2: ITEMS OF BUSINESS – PROXY VOTING INSTRUCTIONS

Complete this part if you have appointed a proxy above and you want to direct the proxy as to how the proxy should vote. Please note: For the resolution you must tick only one box. If you mark the abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted computing the required majority, for that item. If no box is ticked for an item, your proxy will abstain from voting.

To consider and, if thought fit, pass the following resolutions:

			*Tick () in box to vote*	*Tick () in box to vote*
		For	Against	Abstain	Discretion
1.	That the Board is authorised to appoint KPMG as the company auditors and fix the auditors’ remuneration.				
2.	That Darc Rasmussen, appointed by the Board on 12 December 2019, be elected as a director of Gentrack Group Limited.				
3.	That Leigh Warren be re-elected as a director of Gentrack Group Limited.				
4.	That the existing company constitution is revoked and the new constitution, in the form presented at the Annual Meeting, is adopted as the constitution of Gentrack Group Limited with effect from the close of the meeting.				

And to vote on any resolutions to amend any of the resolutions, on any resolution so amended, and on any other resolution proposed at the meeting (or any adjournment thereof). Unless otherwise instructed as above, the proxy will vote on each resolution as he/she sees fit, or may abstain from voting. The proxy is appointed only in respect of the above meeting or any adjournment thereof.

STEP 3: SHAREHOLDER QUESTIONS

Shareholders present at the Annual Shareholders Meeting will have the opportunity to ask questions during the meeting. If you cannot attend the Annual Shareholders Meeting but would like to ask a question, you can submit a question online by going to vote.linkmarketservices.com/GTK and completing the online validation process or complete the question section below and return to Link Market Services in the envelope enclosed. Questions will need to be submitted by Monday 24 February 2020. The Board will address and answer questions at the Annual Shareholders Meeting.

Question:

This section must be completed

SIGNATURE OF SHAREHOL	DER(S) This section must be completed
Shareholder 1	Shareholder 2	Shareholder 3

or duly authorised officer or attorney	or duly authorised officer or attorney	or duly authorised officer or attorney

Contact Name _______ Contact Daytime Telephone _____ Date ______

Electronic Investor Communications: If you received the Notice of Meeting and Proxy Form by mail and wish to receive your future investor communications by email please provide your email address below.