EX-3
from DEFA14A
4 pages
The Company Will File a Supplement to Our Proxy Statement and a New Voting Card to Reflect These Agreed Upon Nominees. Likewise, Vantage Will Immediately Cease Efforts Related to Its Own Proxy Solicitation and Withdraw Its Proxy Statement and Its Own Nominations. the Board Asks You to Vote by Using the New Proxy Card That You Will Receive From the Company. Again, We Do Apologize for the Inconvenience You’ve Experienced, but Hope That You Will Give This New Card Your Attention Because, as Always, Your Vote Is Very Important
12/34/56
EX-3
from 10-K/A
~5
pages
Meetings of Stockholders May Be Held at Such Place, Within or Without the State of New Jersey, as May Be Fixed by the Board of Directors and Stated in the Notice of the Meeting. in 1999 and Thereafter, the Annual Meeting of Stockholders Shall Be Held on the Third Thursday in February in Each Year Beginning at Ten O’clock in the Forenoon, Local Time, Unless Such Day Shall Be on a Holiday, in Which Event Such Meeting Shall Be Held at the Same Hour on the Next Succeeding Business Day. in 1998, the Annual Meeting of Stockholders Shall Be Held on Thursday, February 26, 1998 at Ten O’clock in the Forenoon, Local Time. Except as Otherwise Provided by New Jersey Law, Written Notice of the Time, Place and Purpose or Purposes of Every Meeting of Stockholders Shall Be Given Not Less Than 10 Nor More Than 60 Days Before the Date of the Meeting, Either Personally or by Mail, to Each Stockholder of Record Entitled to Vote at the Meeting. Unless Otherwise Provided by Statute, All Special Meetings Shall Be Called Upon the Written Request of Three or More Directors or of Stockholders Owning One-Fourth of the Capital Stock Issued and Outstanding. Unless Otherwise Provided in the Company’s Certificate of Incorporation or in New Jersey Law, (I) the Holders of Shares Entitled to Cast a Majority of the Votes at Any Meeting of Stockholders Shall Constitute a Quorum at Such Meeting Except That the Votes That Holders of Any Class or Series of Shares Are Entitled to Cast Shall Not Be Counted in the Determination of a Quorum for Action to Be Taken at a Meeting With Respect to Which Such Class or Series Has No Vote, and (II) the Holders of Shares of Any Class or Series Entitled to Cast a Majority of the Votes of Such Class or Series Entitled to Vote Separately on a Specified Item of Business Shall Constitute a Quorum of Such Class or Series for the Transaction of Such Specified Item of Business
12/34/56
