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WFT » Topics » PROXY STATEMENT

This excerpt taken from the WFT DEF 14A filed Jan 15, 2009.
PROXY STATEMENT
 
Important Notice Regarding the Availability of Proxy Materials:  This proxy statement and our 2007 Annual Report are available on our website at http://www.weatherford.com/weatherford/groups/public/documents/aboutwft/ir-annual-reports.asp.
 
     
Meeting:
  Date: February 17, 2009
Time: 9:00 a.m., Houston time
Place: 515 Post Oak Blvd., Room 604
Houston, Texas 77027
General Information:
  Our principal U.S. office is located at 515 Post Oak Blvd., Houston, Texas 77027. Our telephone number is (713) 693-4000.
Agenda:
  Two proposals:
    Proposal 1 — Approval of the Scheme of Arrangement that would result in you holding shares in a Swiss corporation rather than a Bermuda company; and
    Proposal 2 — If necessary, approval of a motion to adjourn the meeting to a later date to solicit additional proxies if there are insufficient votes at the time of the meeting to approve Proposal 1.
Board Recommendation:
  Your Board of Directors recommends you vote “For” all of the proposals.
Who Can Vote:
  All holders of record of our common shares at the close of business on December 15, 2008, are entitled to vote at the meeting. Holders of our common shares are entitled to one vote per share on each proposal.
Proxies Solicited By:
  Your vote and proxy are being solicited by our Board of Directors for use at the meeting. This proxy statement and enclosed proxy card are being sent on behalf of our Board of Directors to our shareholders beginning on or about January 15, 2009.
Voting:
  By completing, signing and returning your proxy card, you will authorize the persons named on the proxy card to vote your shares according to your instructions. You may also authorize the persons named on the proxy card to vote your shares via the Internet at the Internet address of www.voteproxy.com, or telephonically by calling 1-800-PROXIES (1-800-776-9437). Please have your proxy card available if you decide to appoint a proxy by the Internet or by telephone because the proxy card contain more detailed instructions. Proxies submitted by Internet or telephone must be received by 11:59 p.m. New York time on February 16, 2009. If you give your proxy by the Internet or telephone, please do not mail your proxy card. Shareholders who hold their shares through a broker or other nominee (in “street name”) must vote their shares in the manner prescribed by their broker or other nominee.
Proxies:
  If you properly give a proxy but do not indicate how you wish to vote, the persons named on the proxy card will vote your shares as recommended by the Board of Directors.
Revoking Your Proxy:
  You can revoke your proxy by:
   
•   writing to the Secretary at 515 Post Oak Blvd., Houston, Texas 77027 before the meeting;
   
•   submitting a later-dated proxy via mail, the Internet or telephone prior to the meeting; or
   
•   casting your vote in person at the meeting.
    You may not revoke a proxy simply by attending a meeting. To revoke a proxy, you must take one of the actions described above.


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Quorum:
  As of December 15, 2008, there were 728,704,487 common shares issued and entitled to vote, including 40,951,836 shares held by subsidiaries of the Company. Although shares held by our subsidiaries may be counted for purposes of determining whether a quorum is present, we abstain from voting these shares. The presence of two or more persons in person at the start of a meeting and representing in person or by proxy in excess of 50% of the total issued voting shares throughout the meeting will constitute a quorum. If you have properly given a proxy by mail, Internet or telephone, your shares will count toward the quorum for the meeting, and the persons named on the proxy card will vote your shares as you have instructed.
    Pursuant to Bermuda law, (1) common shares represented at a meeting for which votes are withheld on any matter, (2) common shares that are represented by “broker non-votes” (i.e., common shares held by brokers that are represented at the meeting but with respect to which the broker is not empowered to vote on a particular proposal) and (3) common shares for which the holder abstains from voting on any matter are not included in the determination of the common shares voting on a matter but are counted for determining a quorum.
    If you are a beneficial shareholder and your broker holds your shares in its name, the broker is not permitted to vote your shares if the broker does not receive voting instructions from you.
Multiple Proxy Cards:
  If you receive multiple proxy cards, this indicates that your shares are held in more than one account, such as two brokerage accounts, and are registered in different names. You should complete and return each of the proxy cards to ensure that all of your shares are voted.
Cost of Proxy Solicitation:
  We have retained Georgeson Inc. to solicit proxies from our shareholders at an estimated fee of $8,000, plus expenses. Some of our directors, officers and employees may also solicit proxies personally, without any additional compensation, by telephone or mail. Proxy materials also will be furnished without cost to brokers and other nominees to forward to the beneficial owners of shares held in their names. All costs of proxy solicitation will be borne by the Company.
Questions:
  You may call our proxy solicitor, Georgeson, at (800) 509-1078, or our Investor Relations Department at (713) 693-4000 or email us at investor.relations@weatherford.com if you have any questions or need directions to be able to attend the meeting and vote in person.
 
This excerpt taken from the WFT DEF 14A filed Apr 28, 2008.
PROXY STATEMENT
 
Important Notice Regarding the Availability of Proxy Materials for the Annual General Meeting to be Held on June 2, 2008: This proxy statement and our 2007 Annual Report are available on our website at http://www.weatherford.com/weatherford/groups/public/documents/aboutwft/ir-annual-reports.asp.
 
Annual Meeting:
Date: Monday, June 2, 2008
Time: 10:00 a.m. (Houston time)
Place: Hotel Granduca
1080 Uptown Park Boulevard
Houston, Texas 77056
 
General Information: Our principal U.S. office is located at 515 Post Oak Boulevard, Suite 600, Houston, Texas 77027. Our telephone number is (713) 693-4000.
 
Agenda: Two proposals:
 
• Proposal 1 — The election of seven nominees as directors of the Company; and
 
• Proposal 2 — The appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2008, and the authorization of the Audit Committee of the Board of Directors to set Ernst & Young’s remuneration.
 
At the Annual General Meeting, we will present Weatherford’s audited consolidated financial statements for the year ended December 31, 2007 and accompanying auditors’ report. Copies of the financial statements are contained in our 2007 Annual Report which is being mailed to shareholders together with this Proxy Statement. The Annual Report is not part of our proxy soliciting information.
 
Who Can Vote: All holders of record of our common shares at the close of business on April 9, 2008, are entitled to vote. Holders of the common shares are entitled to one vote per share at the Annual General Meeting.
 
Proxies Solicited By: Your vote and proxy are being solicited by our Board of Directors for use at the Annual General Meeting. This Proxy Statement and enclosed proxy card are being sent on behalf of our Board of Directors to all shareholders beginning on or about May 9, 2008.
 
Voting: If you are a record shareholder, you may authorize the persons named on the proxy card to vote your shares according to your instructions by completing, signing and returning your proxy card. You may also authorize the persons named on the proxy card to vote your shares via the Internet at the Internet address of www.voteproxy.com, or telephonically by calling 1-800-PROXIES (1-800-776-9437) in the United States or 1-718-921-8500 outside the United States. Please have your proxy card available if you decide to appoint a proxy by the Internet or by telephone because the proxy card contains the control number you will need to cast your vote. Proxies submitted by Internet or telephone must be received by 11:59 p.m. New York time on June 1, 2008. If you give your proxy by the Internet or telephone, please do not mail your proxy card. See “Quorum” as to the effect of broker non-votes.
 
Shareholders who hold their shares through a broker or other nominee (in “street name”) must vote their shares in the manner prescribed by their broker or other nominee.
 
Proxies: If you properly give a proxy but do not indicate how you wish to vote, the persons named on the proxy card will vote your shares as recommended by the Board of Directors.

Table of Contents

 
Revoking Your Proxy: You can revoke your proxy by:
 
• writing to the Secretary at 515 Post Oak Blvd., Suite 600, Houston, Texas 77027 before the Annual General Meeting;
 
• submitting a later-dated proxy via mail, the Internet or telephone prior to the Annual General Meeting; or
 
• casting your vote in person at the Annual General Meeting.
 
You may not revoke a proxy simply by attending the Annual General Meeting. To revoke a proxy, you must take one of the actions described above.
 
Quorum: As of April 9, 2008, there were 364,089,250 common shares issued and entitled to vote, including 24,193,410 shares held by subsidiaries of the Company. Although shares held by our subsidiaries may be counted for purposes of determining whether a quorum is present, we abstain from voting these shares. The presence of two or more persons in person at the start of the meeting and representing in person or by proxy in excess of 50% of the total issued voting shares throughout the meeting will form a quorum. If you have properly given a proxy by mail, Internet or telephone, your shares will count toward the quorum, and the persons named on the proxy card will vote your shares as you have instructed.
 
Pursuant to Bermuda law, (1) common shares represented at the Annual General Meeting for which votes are withheld on any matter, (2) common shares that are represented by “broker non-votes” (i.e., common shares held by brokers that are represented at the Annual General Meeting but with respect to which the broker is not empowered to vote on a particular proposal) and (3) common shares for which the holder abstains from voting on any matter are not included in the determination of the common shares voting on a matter but are counted for quorum purposes.
 
If you are a beneficial shareholder and your broker holds your shares in its name, the broker is permitted to vote your shares in the election of directors, the approval of our auditor and the authorization of the Audit Committee of the Board of Directors to set the auditor’s remuneration, even if the broker does not receive voting instructions from you.
 
Multiple Proxy Cards: If you receive multiple proxy cards, this indicates that your shares are held in more than one account, such as two brokerage accounts, and are registered in different names. You should complete and return each of the proxy cards to ensure that all of your shares are voted.
 
Cost of Proxy Solicitation: Some of our directors, officers and employees may solicit proxies personally, without any additional compensation, by telephone or mail. Proxy materials also will be furnished without cost to brokers and other nominees to forward to the beneficial owners of shares held in their names. All costs of proxy solicitation will be borne by the Company.
 
Questions: You may call our Investor Relations Department at (713) 693-4000 or email us at investor.relations@weatherford.com if you have any questions or need directions to be able to attend the meeting and vote in person.
 
PLEASE VOTE — YOUR VOTE IS IMPORTANT


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This excerpt taken from the WFT DEF 14A filed Apr 26, 2007.
PROXY STATEMENT
 
Annual Meeting:
Date: Wednesday, May 30, 2007
 
Time: 9:00 a.m. (Houston time)
 
Place: The St. Regis Hotel
1919 Briar Oaks
Houston, Texas
 
General Information: Our principal U.S. office is located at 515 Post Oak Boulevard, Suite 600, Houston, Texas 77027. Our telephone number is (713) 693-4000.
 
Agenda: Two proposals:
 
• Proposal 1 — The election of eight nominees as directors of the Company; and
 
• Proposal 2 — The appointment of Ernst & Young LLP as the Company’s independent auditors for the year ending December 31, 2007, and the authorization of the Audit Committee of the Board of Directors to set Ernst & Young’s remuneration.
 
At the Annual General Meeting, we will present Weatherford’s audited consolidated financial statements for the year ended December 31, 2006 and accompanying auditors’ report. Copies of the financial statements are contained in our 2006 Annual Report which is being mailed to shareholders together with this Proxy Statement. Our 2006 Annual Report is not part of our proxy soliciting information.
 
Who Can Vote: All holders of record of our common shares at the close of business on April 9, 2007, are entitled to vote. Holders of the common shares are entitled to one vote per share at the Annual General Meeting.
 
Proxies Solicited By: Your vote and proxy are being solicited by our Board of Directors for use at the Annual General Meeting. This Proxy Statement and enclosed proxy card are being sent on behalf of our Board of Directors to all shareholders beginning on or about April 30, 2007. By completing, signing and returning your proxy card, you will authorize the persons named on the proxy card to vote your shares according to your instructions. You may also authorize the persons named on the proxy card to vote your shares via the Internet at the Internet address of www.voteproxy.com, or telephonically by calling 1-800-PROXIES (1-800-776-9437). Please have your proxy card available if you decide to appoint a proxy by the Internet or by telephone because the proxy card contains more detailed instructions. Proxies submitted by Internet or telephone must be received by 12:00 a.m. New York time on May 30, 2007. If you give your proxy by the Internet or telephone, please do not mail your proxy card. See “Quorum” as to the effect of broker non-votes.
 
Shareholders who hold their shares through a broker or other nominee (in “street name”) must vote their shares in the manner prescribed by their broker or other nominee.
 
Proxies: If you properly give a proxy but do not indicate how you wish to vote, the persons named on the proxy card will vote your shares as recommended by the Board of Directors.
 
Revoking Your Proxy: You can revoke your proxy by:
 
• writing to the Secretary at 515 Post Oak Blvd., Suite 600, Houston, Texas 77027 before the Annual General Meeting;
 
• submitting a later-dated proxy via mail, the Internet or telephone prior to the Annual General Meeting; or
 
• casting your vote in person at the Annual General Meeting.

Table of Contents

 
You may not revoke a proxy simply by attending the Annual General Meeting. To revoke a proxy, you must take one of the actions described above.
 
Quorum: As of April 9, 2007, there were 361,885,950 common shares issued and entitled to vote, including 24,769,374 shares held by subsidiaries of the Company. Although shares held by our subsidiaries may be counted for purposes of determining whether a quorum is present, we abstain from voting these shares. The presence of two or more persons in person at the start of the meeting and representing in person or by proxy in excess of 50% of the total issued voting shares throughout the meeting will form a quorum. If you have properly given a proxy by mail, Internet or telephone, your shares will count toward the quorum, and the persons named on the proxy card will vote your shares as you have instructed.
 
Pursuant to Bermuda law, (i) common shares represented at the Annual General Meeting whose votes are withheld on any matter, (ii) common shares that are represented by “broker non-votes” (i.e., common shares held by brokers that are represented at the Annual General Meeting but with respect to which the broker is not empowered to vote on a particular proposal) and (iii) common shares that abstain from voting on any matter are not included in the determination of the common shares voting on a matter but are counted for quorum purposes.
 
If you are a beneficial shareholder and your broker holds your shares in its name, the broker is permitted to vote your shares in the election of directors and the approval of our auditor and the authorization of the Audit Committee of the Board of Directors to set the auditor’s remuneration, even if the broker does not receive voting instructions from you.
 
Multiple Proxy Cards: If you receive multiple proxy cards, this indicates that your shares are held in more than one account, such as two brokerage accounts, and are registered in different names. You should complete and return each of the proxy cards to ensure that all of your shares are voted.
 
Cost of Proxy Solicitation: Some of our directors, officers and employees may solicit proxies personally, without any additional compensation, by telephone or mail. Proxy materials also will be furnished without cost to brokers and other nominees to forward to the beneficial owners of shares held in their names. All costs of proxy solicitation will be borne by the Company.
 
Questions: You may call our Investor Relations Department at (713) 693-4000 or email us at investor.relations@weatherford.com if you have any questions.
 
PLEASE VOTE — YOUR VOTE IS IMPORTANT


2

Table of Contents

 

EXCERPTS ON THIS PAGE:

DEF 14A
Jan 15, 2009
DEF 14A
Apr 28, 2008
DEF 14A
Apr 26, 2007

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