APPOINTMENT OF PROXY FOR [ANNUAL/SPECIAL] MEETING
SuperCorp, Inc.
SHAREHOLDER: John Miller
NUMBER OF SHARES HELD: 100,000

I, the undersigned, as record holder of the shares of stock of SuperCorp, Inc. described above, revoke any previous proxies and appoint the person whose name appears just below this paragraph in the box to the right as my proxy to attend the [annual/special] shareholder’s meeting on _________________ and any adjournment of that meeting.

THE BOARD STRONGLY RECOMMENDS THAT YOU RETURN THIS PROXY IF YOU DO NOT INTEND TO APPEAR PERSONALLY AT THE [ANNUAL/SPECIAL] SHAREHOLDER’S MEETING.

The person I want to appoint as my proxy is:__________________________

The proxy holder is entitled to cast a total number of votes equal to, but not exceeding the number of shares which I would be entitle to cast if I were personally present.

The shares represented by this proxy shall be voted in the following manner:

ACTIONS PROPOSED TO BE TAKEN

1. Shareholder John Miller has proposed a shareholder vote to remove John Jones from the board of directors.
[ ] I want my proxy to vote FOR this proposal.
[ ] I want my proxy to vote AGAINST this proposal.
[ ] I withhold my proxy with respect to this specific vote.

2. Shareholder John Miller has proposed a shareholder vote to elect to make the corporation a close corporation.
[ ] I want my proxy to vote FOR this proposal.
[ ] I want my proxy to vote AGAINST this proposal.
[ ] I withhold my proxy with respect to this specific vote.

3. Shareholder John Miller has proposed that in the event that John Jones is removed from the board of directors, that he, John Miller, be elected to serve on the board of directors.
[ ] I want my proxy to vote FOR this proposal.
[ ] I want my proxy to vote AGAINST this proposal.
[ ] I withhold my proxy with respect to this specific vote.

IF YOU DO NOT INDICATE HOW YOU DESIRE YOUR SHARES TO BE VOTED, THE PROXY HOLDER WILL HAVE COMPLETE DISCRETION IN VOTING THE SHARES ON ANY MATTER VOTED AT THE MEETING.

I MAY REVOKE THIS PROXY AT ANY TIME. THIS PROXY WILL LAPSE THREE MONTHS AFTER THE DATE OF ITS EXECUTION

ALL PROXIES MUST BE SIGNED. PLEASE SIGN EXACTLY AT YOUR NAME APPEARS ON YOUR STOCK CERTIFICATE. JOINT SHAREHOLDERS MUST EACH SIGN THIS PROXY. IF SIGNED BY AN ATTORNEY IN FACT, THE POWER OF ATTORNEY MUST BE ATTACHED.

IF YOU REQUIRE ASSISTANCE WITH THIS PROXY, PLEASE CONTACT THE CORPORATE SECRETARY: ___________________, AT 415-555-1212.

Please sign your name below, and if you are signing for a business entity, please state your title:

DATE (IMPORTANT!):___________

_____________________________
Name
_____________________________
Title

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