Vistaprint 2010 Annual Report Download - page 105

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Proxy Statement
VISTAPRINT N.V.
Hudsonweg 8
5928 LW Venlo
The Netherlands
NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
Vistaprint N.V. will hold its 2010 Annual General Meeting of Shareholders:
on Thursday, November 4, 2010
at 5:30 p.m. (Central European Time)
at the offices of Vistaprint N.V.
Hudsonweg 8
5928 LW Venlo
The Netherlands
MATTERS TO BE ACTED UPON AT THE ANNUAL GENERAL MEETING:
(1) Reappoint a member of our Supervisory Board to serve for a term of four years ending on the date of our
annual general meeting of shareholders in 2014;
(2) Reappoint another member of our Supervisory Board to serve for a term of four years ending on the date
of our annual general meeting of shareholders in 2014;
(3) Adopt our statutory annual accounts, as prepared in accordance with Dutch law, for the fiscal year ended
June 30, 2010;
(4) Discharge the members of our Management Board from liability with respect to the exercise of their duties
during the year ended June 30, 2010;
(5) Discharge the members of our Supervisory Board from liability with respect to the exercise of their duties
during the year ended June 30, 2010;
(6) Authorize our Management Board, acting with the approval of our Supervisory Board, to repurchase up to
10% of our issued and outstanding ordinary shares until May 4, 2012 on the open market, through privately
negotiated transactions or in one or more self tender offers at prices per share between an amount equal to A0.01
and an amount equal to 110% of the market price of our ordinary shares on the NASDAQ Global Select Market or
any other securities exchange where our shares are then traded (the market price being deemed to be the average of
the closing price on each of the consecutive days of trading during a period no shorter than one trading day and no
longer than 10 trading days immediately preceding the date of repurchase, as reasonably determined by the
Management Board);
(7) Appoint Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending
June 30, 2011; and
(8) Transact other business, if any, that may properly come before the meeting or any adjournment of the meeting.
Our Management Board and Supervisory Board have no knowledge of any other business to be transacted at
the annual general meeting.
Shareholders of record at the close of business on October 7, 2010 are entitled to vote at the annual general
meeting. Your vote is important regardless of the number of shares you own. Whether or not you expect to attend
the meeting, please complete, sign, date and promptly return the enclosed proxy card in the postage-prepaid
envelope we have provided. Your prompt response will ensure that your shares are represented at the annual general
meeting. You can change your vote and revoke your proxy at any time before the polls close at the annual general
meeting by following the procedures described in this proxy statement.
All shareholders are cordially invited to attend the annual general meeting.
By order of the Management Board,
Chairman of the Management Board, President and
Chief Executive Officer
October 13, 2010