Scotts Company (SMG)

 

The Board of Directors believes it is important for shareholders of the Company and other interested persons to have a process pursuant to which they can send communications to the Board and its individual members, including the Lead Independent Director. Accordingly, shareholders and other interested persons who wish to communicate with the Board of Directors, the Lead Independent Director, the non-management directors as a group or any particular director may do so by addressing such correspondence to the name(s) of the specific director(s), to the “Lead Independent Director,” to the “Non-Management Directors” as a group or to the “Board of Directors” as a whole, and sending it in care of the Company to the Company’s principle corporate offices at 14111 Scottslawn Road, Marysville, Ohio 43041. All such correspondence should identify the author as a shareholder or other interested person, explain such person’s interest and clearly indicate to whom the correspondence is directed. Correspondence marked “personal and confidential” will be delivered to the intended recipient(s) without opening. Copies of all correspondence will be circulated to the appropriate director or directors. There is no screening process in respect of communications from shareholders and other interested persons.

 

The Board of Directors believes it is important for shareholders and other interested persons to have a process by which to send communications to the Board and its individual members, including the Lead Independent Director. Accordingly, shareholders and other interested persons who wish to communicate with the Board of Directors, the Lead Independent Director, the non-management directors as a group or a particular director may do so by addressing such correspondence to the name(s) of the specific director(s), to the “Non-Management Directors” as a group or to the “Board of Directors” as a whole, and sending it in care of the Company, to the Company’s headquarters address at 14111 Scottslawn Road, Marysville, Ohio 43041. The mailing envelope must contain a clear notation indicating that the enclosed letter is an “Interested Person/Shareholder — Board Communication,” an “Interested Person/Shareholder — Lead Independent Director Communication,” an “Interested Person/Shareholder — Non-Management Director Communication,” or an “Interested Person/Shareholder — Director Communication,” as appropriate. All such letters must identify the author as a shareholder or other interested person (identifying such interest) and clearly indicate whether the communication is directed to all members of the Board of Directors, to the non-management directors as a group or to certain specified individual director(s). Correspondence marked “personal and confidential” will be delivered to the intended recipient(s) without opening. Copies of all letters will be circulated to the appropriate director or directors. There is no screening process in respect of communications from shareholders and other interested persons.

 

 

The Board of Directors believes it is important for shareholders and other interested parties to have a process by which to send communications to the Board and its individual members. Accordingly, shareholders and other interested parties who wish to communicate with the Board of Directors, the Lead Independent Director, the non-management directors as a group or a particular director may do so by addressing such correspondence to the name(s) of the specific director(s), to the “Non-Management Directors” as a group or to the “Board of Directors” as a whole, and sending it in care of the Company, to the Company’s executive offices at 14111 Scottslawn Road, Marysville, Ohio 43041. The mailing envelope must contain a clear notation indicating that the enclosed letter is an “Interested Party/Shareholder—Board Communication,” an “Interested Party/Shareholder—Lead Independent Director Communication,” an “Interested Party/Shareholder—Non-Management Director Communication,” or an “Interested Party/Shareholder—Director Communication,” as appropriate. All such letters must identify the author as a shareholder or other interested party (indicating such interest) and clearly indicate whether the correspondence is directed to all members of the Board of Directors, to the non-management directors as a group or to certain specified individual directors. Correspondence marked “personal and confidential” will be delivered to the intended recipient(s) without opening. Copies of all letters will be circulated to the appropriate director or directors. There is no screening process in respect of communications from shareholders and other interested parties.