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This excerpt taken from the XIDE DEF 14A filed Jul 16, 2007. Required
Vote
The affirmative vote of the holders of outstanding shares
representing at least a majority of the voting power of all of
the shares of our common stock issued and outstanding on the
Record Date will be required to approve Proposal 2.
The Board of Directors recommends a vote FOR the proposal to
amend our Certificate of Incorporation.
The Audit Committee selects our independent auditors. This
proposal is put before the shareholders because, though the
shareholder vote is not binding on the Audit Committee, the
Board of Directors believes that it is good corporate practice
to seek shareholder ratification of the Audit Committee’s
appointment of the independent auditors. If the appointment of
PricewaterhouseCoopers LLP (“PwC”) is not ratified,
the Audit Committee will evaluate the basis for the
shareholders’ vote when determining whether to continue the
firm’s engagement, but may ultimately determine to continue
the engagement of the firm or another audit firm without
re-submitting the matter to shareholders. Even if the
appointment of PwC is ratified, the Audit
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Committee may in its sole discretion terminate the engagement of
the firm and direct the appointment of another independent
auditor at any time during the year.
Representatives of PwC are expected to attend the 2007 annual
meeting and to respond to appropriate questions from
shareholders present at the meeting and will have an opportunity
to make a statement if they desire to do so.
This excerpt taken from the XIDE DEF 14A filed Jul 27, 2006. Required
Vote
The affirmative vote of the holders of outstanding shares
representing at least a majority of the voting power of all of
the shares of our common stock issued and outstanding on the
Record Date will be required to approve Proposal 3.
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