Broker Discretionary Voting of Directors

In a new rule effective January 1, 2010, the SEC has eliminated discretionary voting on directors by brokers. In the past, this rule allowed brokers to vote proxies on behalf of beneficial shareholders for uncontested directors for publicly held companies, as long as the beneficial shareholder had received the proxy materials with plenty of time before the meeting and had not already submitted votes.

Under the new rule, brokers' discretionary votes will not count toward the election for a director. Given the large number of shares held in street name, this will decrease the number of shares voted on directors, making it easier to unseat a director. This gives shareholders more responsibility in electing directors, so ensuring shareholders receive proxy materials with adequate time prior to the meeting, and duplicate materials if necessary to shareholders with significant holdings, will help guarantee adequate voting results.

If you have any directors that have had opposition in prior votings, you may want to consider contacting your Colonial account manager for consultation. To view specific details, please view the SEC release below.

SEC Release 34-60215

Colonial's Notice and Access Services

The new Notice and Access rule, effective January 1, 2009, requires issuers to post annual meeting materials on an internet website accessible to shareholders. Our state-of-the-art proxy platform is compliant with SEC hosting requirements and includes real time Online Proxy Voting. Please view our Notice and Access page on the right for specific details concerning the rule.

How can this help you? With the ability to eliminate paper and postage costs, your company will be able to lower costs and focus more on obtaining effective shareholder voting results. Our services include: free consultation and analysis of prior meetings, meeting logistic analysis, printing, mailing to registered shareholders, broker search and distribution, conversion and posting of shareholder documents, SEC compliant web hosting, fulfillment material request handling, online voting technical support, toll-free telephone assistance, voting tabulation, detailed voting and statistical reports, and inspector of elections. Please contact your Colonial account manager to get started.

How does it work? Your shareholders will receive a proxy notice that includes the meeting time and place, a control number for voting, and a website link for viewing materials. Shareholders then can enter the link into an internet browser to view materials. While viewing materials, shareholders are able to, at the click of a button, view the materials in HTML and PDF, request paper copies, sign up for future email distribution, and vote their shares. Once voting their shares they can request a confirmation of their vote to be sent by email. If they are not experienced with the internet, they can call our Toll-Free Phone Number on the proxy notice to vote over the phone.

Instructions for setting up your Notice and Access Annual Meeting are in the Annual Meeting Information Form.

Notice and Access without Voting

For mailings and meetings where your company is not required to hold a shareholder vote, Notice and Access may be performed, elimintating any full set mailing and postage costs. This can be done by simply sending a one page notice to shareholders, while posting the materials on a compliant website. Even though your company may not be required to vote you may still need to comply with Notice and Access rules. To help you comply, we are able to handle the complete beginning to end process: printing of the proxy notice, mailing to registered and NOBOS shareholders, broker search and distribution, conversion and posting of shareholder documents, SEC compliant web hosting, toll-free telephone assistance, and fulfillment material request handling. Please contact your Colonial account manager to get started.

Annual Meeting Preparation

To prepare for your annual meeting, you should first submit the following three forms to Colonial:

1. Annual Meeting Information Form - There are some useful guidelines in the Annual Meeting Information Form that should help you setup your Annual Meeting. The following needs to be considered when planning the Record, Mailing, and Annual Meeting Dates:

• At least 25 business days prior to the record date, the broker search needs to be initiated by sending in the DTC and Broadridge Proxy Notification Forms. (SEC Rule 14a-13 requires that a Broker Search should take place at least 20 business days prior to the record date for an Annual Meeting. Consult your securities attorney for specific SEC notification rules.)
• 5 business days between the record date and mail date
• 3 business days between the definitive proxy statement SEC Filing date and mail date
• 40 calendar days between the mail and meeting date (if sending Notice only), If you are planning on sending a full set delivery with the Notice, the materials do not need to be sent the full 40 calendar days in advance of the meeting. Please be sure to plan enough time between the mailing and meeting dates to allow shareholders plenty of time to return their proxies.

2. DTC Proxy Notification Form - This form notifies DTC of a company's annual meeting and proxy voting and will initiate the broker search. A couple of days after the record date DTC will send an Omnibus Proxy Report with each DTC broker nominee to the Company. Please forward the list to Colonial to complete the broker Search.

3. Broadridge Proxy Notification Form - This form notifies Broadridge of a company's annual meeting an proxy voting and will initiate the broker search.

For Traditional Annual Meetings (if you are not required to do Notice and Access), please note that you may still participate in Notice and Access and online voting. Please still use the Annual Meeting Information Form along with the DTC and Broadridge Proxy Notification Forms.

Below is a Sample Timeline for Notice and Access Annual Meetings:

• >70-75 Days prior to meeting: Send completed copies of the Annual Meeting Information, Broadridge Proxy Notification, and DTC Proxy Notification Forms to Colonial Stock Transfer.
• 47-60 Days prior to meeting: File Proxy materials and Notice with SEC (must be filed before mailing Notice).
• 46-47 Days prior to meeting: Submit Annual Meeting Materials to be prepared for web site.
• 45 Days prior to meeting: Post Annual Meeting Materials on internet.
• 42 Days prior to meeting: Send Notice to shareholders.
• 30 Days prior to meeting: Send proxy voting card (if online voting is not requested or if additional solicitations are being made).