Cincinnati Bell 2010 Annual Report Download - page 18

Q: How can I attend and vote my shares at the meeting?
A: Shares held directly in your name as the shareholder of record may be voted in person at the Annual
Meeting. If you choose to attend the meeting and vote in person, you will need to provide proof of identification
and then you will be presented a proxy card. Beneficial shares, held either in street name or credited to your
account under a Company employee or director plan, cannot be voted at the Annual Meeting unless you obtain a
signed proxy from the shareholder of record authorizing you to vote these shares.
Q: How can I vote my shares without attending the meeting?
A: The methods for voting without attending the meeting are:
•By Internet — If you have internet access, you may submit your vote from any location by following the
instructions provided in the Notice or the proxy card.
•By Telephone — If you live in the United States or Canada, you may submit your vote by following the
“Vote by Phone” instructions provided in the Notice or the proxy card.
•By Mail — You may vote by mail by completing and signing your proxy card and mailing it in the
accompanying enclosed, pre-addressed postage-paid envelope.
Q: What happens if I don’t give specific voting instructions?
A: The effect of not providing specific voting instructions depends on if you are the shareholder of record or
the beneficial owner of the shares.
Shareholder of Record
If you are a shareholder of record and (i) you indicate when voting on the internet or by telephone that you
wish to vote as recommended by the Board, or (ii) you sign and return a proxy without giving specific voting
instructions, then the proxy holders will vote your shares in the manner recommended by our Board on all
matters presented in this proxy statement and as the proxy holders may determine in their discretion with respect
to any other matters properly presented for a vote at the Annual Meeting.
Beneficial Owner
If you are deemed to be the beneficial owner of shares and do not provide the broker or nominee that holds
your shares with specific voting instructions, the broker or nominee that holds such shares may generally vote on
routine matters but cannot vote on non-routine matters, as provided by the rules of the New York Stock
Exchange. If the broker or nominee that holds such shares does not receive instructions on how to vote on a
non-routine matter, the broker or nominee will inform the Inspector of Elections that it does not have authority to
vote on such matter with respect to such shares. This is generally referred to as a “broker non-vote.” The
Company encourages you to provide voting instructions to the broker or nominee that holds such shares by
carefully following the instructions provided in the proxy card or as described above.
Q: Which ballot measures are considered “routine”or“non-routine”?
A: Proposal 1 (election of directors), Proposal 3 (advisory vote on executive compensation), Proposal 4
(advisory vote on frequency of executive compensation advisory votes), and Proposal 5 (approval of the Short-
Term Incentive Plan) are considered non-routine matters, and your broker or nominee cannot vote your shares
without your specific voting instructions. Proposal 2 (ratification of the Independent Registered Public
Accounting Firm) is considered a routine matter which generally allows your broker or nominee to vote your
shares on this matter even if you did not provide specific voting instructions.
Q: How are abstentions treated?
A: Abstentions are counted for the purpose of determining whether a quorum is present. For the purpose of
determining whether shareholders have approved Proposal 1 (election of directors) and Proposal 4 (advisory vote
on frequency of executive compensation advisory votes), abstentions are not treated as votes cast affirmatively or
negatively, and therefore have no effect on the outcome of such proposal. For the purpose of determining
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