HR Block 2006 Annual Report Download - page 31

WHO WILL COUNT THE VOTE? If you are a beneficial owner, please refer to the information
Representatives of Mellon Investor Services, the Company’s provided by your broker, bank or nominee for instructions on
transfer agent, will count the vote and serve as the inspectors how to access future proxy statements and annual reports on
of election. the Internet.
WHAT DOES IT MEAN IF I RECEIVE MORE THAN ONE PROXY HOW MUCH DID THIS PROXY SOLICITATION COST?
CARD? The Company has retained Mellon Investor Services to assist in the
It means your shares are held in more than one account. You solicitation of proxies on behalf of the Board of Directors for a fee
should vote all your proxy shares. To provide better shareholder of $9,500 plus reimbursement of reasonable expenses. Further,
service, we encourage you to have all your shares registered in brokers and other custodians, nominees and fiduciaries will be
the same name and address. You may do this by contacting our requested to forward soliciting material to their principals and the
transfer agent, Mellon Investor Services, at 1-888-213-0968. Company will reimburse them for the expense of doing so.
CAN I ACCESS THE PROXY STATEMENT AND ANNUAL WHAT IS THE COMPANY’S WEB ADDRESS?
REPORT ON THE INTERNET INSTEAD OF RECEIVING The Company’s home page is www.hrblock.com. The Company’s
PAPER COPIES? filings with the Securities and Exchange Commission are
This proxy statement and 2006 Annual Report are located on the available free of charge via a link from this address.
Company’s website. Most shareholders can access future proxy
statements and annual reports on the Internet instead of
receiving paper copies in the mail. If you are a shareholder of WILL ANY OTHER MATTERS BE VOTED ON?
record, you can choose this option by marking the appropriate As of the date of this proxy statement, our management knows of
box on your proxy card or by following the instructions if you no other matter that will be presented for consideration at the
vote by telephone or the Internet. If you choose to access future meeting other than those matters discussed in this proxy
proxy statements and annual reports on the Internet, you will statement. If any other matters properly come before the meeting
receive a proxy card in the mail next year with instructions and call for a vote of the shareholders, validly executed proxies in
containing the Internet address for those materials. Your choice the enclosed form will be voted in accordance with the
will remain in effect until you advise us otherwise. recommendation of the Board of Directors.
ITEM 1 ON FORM OF PROXY
ELECTION OF DIRECTORS –
The Company’s Articles of Incorporation and Bylaws provide that At the annual meeting of shareholders to be held on
the number of directors to constitute the Board of Directors shall September 7, 2006, four Class II directors will be elected to hold
not be fewer than nine nor more than 15, with the exact number office for three years and until their successors are elected and
to be fixed by a resolution adopted by the affirmative vote of a shall have qualified. Jerry D. Choate, Henry F. Frigon, Roger W.
majority of the entire Board. Effective April 24, 2006, the Board Hale and Len J. Lauer have been nominated for election as
fixed the number of directors to constitute the Board of Directors Class II directors of the Company. The shares voted by proxy will
at 11. The Articles of Incorporation and Bylaws provide that the be voted for the election of all four nominees unless authority to
Board of Directors shall be divided into three classes: Class I, do so is withheld as provided in the form of proxy. All nominees
Class II and Class III, with each class to consist, as nearly as are currently Class II directors of the Company and have
possible, of one-third of the members of the Board. There are consented to serve if elected. The Board of Directors has no
currently four Class I directors, four Class II directors and three reason to believe that any of the nominees will be unable to
Class III directors. The term of office of one class of directors accept the office of director. If such contingency should arise, it
expires at each annual meeting of shareholders. Directors elected is the intention of the proxies to vote for such person or persons
at an annual meeting of shareholders to succeed those whose as the Board of Directors may recommend.
terms expire are identified as being of the same class as those The nominees for election as Class II directors, the current
directors they succeed and are elected for a term to expire at the Class I directors and the current Class III directors are listed
third annual meeting of shareholders after their election. below. Donna R. Ecton, Louis W. Smith and Rayford Wilkins, Jr.
serve as Class III directors with terms scheduled to expire at the
H&R BLOCK 2006 Proxy Statement
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