Directed Voting and Write Ins – The Actual Rules

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We have been receiving phone calls with questions about the Write-In option and the Directed option on the SAI proxy.  Incorrect information is being provided about both the Write-In option and the Directed option via social media.

To clarify, here is the relevant language from the Shee Atika, Incorporated proxy statement, which describes how the SAI proxyholders ARE REQUIRED to handle votes that are made using the Write-In space and votes that are Directed.

WRITE IN SPACEYou may use this space to write in the name of any one (1) candidate that is not otherwise named on the Board’s proxy.  If you write in a person’s name in this space, you should also write in the number of votes that you wish to direct to this person.  The person that you write in must be a bona fide candidate for election to Shee Atiká’s Board and must meet all of the requirements to be a candidate and to serve as a director.  If this person subsequently withdraws as a candidate, is not a bona fide candidate, is otherwise unable to serve, or does not meet the requirements to be a candidate or serve as a director, the Proxyholders have the discretion to selectively cumulate and vote the votes you have designated for that candidate(s) for other candidates.  If this occurs, the Proxyholders will cast such votes to elect the greatest number of the Board Slate Candidates.  Please note that if you write in the name of more than one candidate, only the votes that you have designated for the first listed candidate will be cast and your other votes will be treated as if you checked Box One (Discretionary).

Therefore, if you submit a Shee Atika, Incorporated Board proxy either using the paper proxy or online at sheeatikavote.com and you “Write In” a bona fide candidate and that candidate does not withdraw as a candidate, is otherwise able to serve as a candidate, and meets all the requirements to be a candidate and serve as a director, your Write In votes will remain as directed by you.

DIRECTED VOTES:  If any candidate to whom you have directed votes (including any write in candidate) withdraws as a candidate, is not a bona fide candidate, is otherwise unable to serve, or does not meet the requirements to be a candidate or serve as a director,  the Proxyholders may selectively cumulate and vote the votes you cast for that candidate for another candidate(s).  The Proxyholders will exercise this power in favor of the Board Slate Candidates, as specified in the Proxy Statement.

Stated differently, if a candidate does not withdraw as a candidate, is a bona fide candidate, is able to serve, and meets all of the requirements to be a candidate, then his/her directed votes can only be used as so directed.

If you have any questions, please contact the Shee Atika office:

(800) 478-3534  toll free

(907) 747-3534  in Sitka

info@sheeatika.com