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This excerpt taken from the MDT DEF 14A filed Jul 18, 2008. Vote Required;
Board Recommendation
The regulations promulgated under Section 162(m) require
the affirmative vote of a majority of the votes cast on the
issue at the meeting to approve the Medtronic, Inc. 2008 Stock
Award and Incentive Plan.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR APPROVAL OF THE
MEDTRONIC, INC. 2008 STOCK AWARD AND INCENTIVE PLAN.
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