Vistaprint 2009 Annual Report Download - page 118
Download and view the complete annual report
Please find page 118 of the 2009 Vistaprint annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
1 -
2
-
3
-
4
-
5
-
6
-
7
-
8
-
9
-
10
-
11
-
12
-
13
-
14
-
15
-
16
-
17
-
18
-
19
-
20
-
21
-
22
-
23
-
24
-
25
-
26
-
27
-
28
-
29
-
30
-
31
-
32
-
33
-
34
-
35
-
36
-
37
-
38
-
39
-
40
-
41
-
42
-
43
-
44
-
45
-
46
-
47
-
48
-
49
-
50
-
51
-
52
-
53
-
54
-
55
-
56
-
57
-
58
-
59
-
60
-
61
-
62
-
63
-
64
-
65
-
66
-
67
-
68
-
69
-
70
-
71
-
72
-
73
-
74
-
75
-
76
-
77
-
78
-
79
-
80
-
81
-
82
-
83
-
84
-
85
-
86
-
87
-
88
-
89
-
90
-
91
-
92
-
93
-
94
-
95
-
96
-
97
-
98
-
99
-
100
-
101
-
102
-
103
-
104
-
105
-
106
-
107
-
108 -
109 -
110 -
111 -
112 -
113 -
114 -
115 -
116 -
117 -
118 -
119 -
120 -
121 -
122 -
123 -
124 -
125 -
126 -
127 -
128 -
129
-
130
-
131
-
132
-
133
-
134
-
135
-
136
-
137
-
138
-
139
-
140
-
141
-
142
-
143
-
144
-
145
-
146
-
147
-
148
-
149
-
150
-
151
-
152
-
153
-
154
-
155
-
156
-
157
-
158
-
159
-
160
 |
 |
and Supervisory Board of Vistaprint N.V. As part of the change of domicile, the members of the Board of
Directors of Vistaprint Limited became the members of the Supervisory Board of Vistaprint N.V., other than
Robert S. Keane. Mr. Keane and our three other executive officers became members of the Management Board
of Vistaprint N.V. Throughout this proxy statement, we sometimes refer to members of our Supervisory Board as
our directors or supervisory directors.
INFORMATION ABOUT THE ANNUAL MEETING AND VOTING
What is the purpose of the annual meeting?
At the annual meeting, our shareholders will consider and act upon the following matters:
1. To 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 2013;
2. To 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 2013;
3. To appoint a member to our Supervisory Board to serve for a term of three years ending on the date of our
annual general meeting of shareholders in 2012;
4. To approve our Performance Incentive Plan for Covered Employees for purposes of Section 162(m) of
the United States Internal Revenue Code; and
5. To appoint Ernst & Young LLP as our independent registered public accounting firm for the fiscal year
ending June 30, 2010.
Our Management Board and Supervisory Board are not aware of any other business to be transacted at the
annual meeting.
Who can vote?
To be able to vote on the above matters, you must have been a shareholder of record according to the
records of Computershare Trust Company, Inc., our transfer agent, at the close of business on October 19, 2009,
which is the record date for the annual meeting. Shareholders of record at the close of business on October 19,
2009 are entitled to vote on each proposal at the annual meeting. The number of outstanding ordinary shares
entitled to vote on each proposal at the meeting is 43,093,877.
How many votes do I have?
Each ordinary share of Vistaprint that you owned on the record date entitles you to one vote on each matter
that is voted on at the annual meeting.
Is my vote important?
Your vote is important regardless of how many ordinary shares you own. Please take a moment to read the
instructions below and to vote your shares. Choose the way to vote that is easiest and most convenient for you
and submit your proxy as soon as possible to ensure that your shares are represented and voted at the annual
meeting.
How do I vote?
You may vote by completing and signing the proxy card that accompanies this proxy statement and
promptly mailing it in the enclosed postage-prepaid envelope. You do not need to put a stamp on the enclosed
2