Vistaprint 2010 Annual Report Download - page 107

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) 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 the 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 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 7, 2010,
which is the record date for the annual meeting. Shareholders of record at the close of business on October 7,
2010 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 43,979,084.
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, vote your shares and submit your proxy as soon as possible to ensure that your shares
are represented and voted at the annual meeting.
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