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This excerpt taken from the SIRI DEF 14A filed Nov 4, 2008. NOTICE
OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON THURSDAY, DECEMBER 18, 2008
To our Stockholders:
You are cordially invited to attend our Annual Meeting of
Stockholders, which will be held on Thursday, December 18,
2008, at 9:00 a.m., New York City time, in The Auditorium
at The Equitable Center, 787 Seventh Avenue, New York, New York
10019. The annual meeting is being held to:
1. Elect twelve directors.
2. To approve an amendment to our certificate of
incorporation to increase the number of authorized shares of our
common stock from 4,500,000,000 to 8,000,000,000 shares.
3. To approve an amendment to our certificate of
incorporation to (i) effect a reverse stock split of our common
stock by a ratio of not less than one-for-ten and not more than
one-for-fifty
at any time prior to December 31, 2009, with the exact
ratio to be set at a whole number within this range to be
determined by our board of directors in its discretion, and (ii)
reduce the number of authorized shares of our common stock as
set forth in the proxy statement.
4. Ratify the appointment of KPMG LLP as our independent
registered public accountants for 2008.
5. Transact any other business that may properly come
before the meeting and any adjournments thereof.
Only stockholders of record at the close of business on
October 20, 2008 are entitled to vote at the annual
meeting. A list of stockholders entitled to vote will be
available for examination for the ten days prior to the annual
meeting, between the hours of 9:00 a.m. and 4:00 p.m.,
New York City time, at our offices at 1221 Avenue of the
Americas, 36th Floor, New York, New York 10020.
In accordance with new rules approved by the Securities and
Exchange Commission, we sent a Notice of Internet Availability
of Proxy Materials on or about November 4, 2008 to certain
stockholders of record at the close of business on
October 20, 2008. We also provided access to our proxy
materials over the Internet beginning on that date. On or about
November 4, 2008 we also began delivering the proxy
statement and the accompanying proxy card to the remaining
stockholders of record. If you received a Notice of Internet
Availability of Proxy Materials by mail and did not receive, but
would like to receive, a printed copy of our proxy materials,
you should follow the instructions for requesting such materials
included in the notice or on page one of this proxy statement.
Whether or not you expect to attend in person, we urge you to
vote your shares via the Internet, by phone, or by signing,
dating, and returning the enclosed proxy card at your earliest
convenience. This will ensure the presence of a quorum at the
meeting. If you wish to vote your shares by mail, an addressed
envelope for which no postage is required if mailed in the
United States is enclosed.
Voting over the Internet or by telephone is fast, convenient,
and your vote is immediately confirmed and tabulated. Most
important, by using the Internet or telephone, you help us
reduce postage and proxy tabulation costs. If you received a
paper copy of the proxy materials, please do not return the
enclosed paper ballot if you are voting over the Internet or by
telephone.
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