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Shareholders and depositary-receipt holders can
vote under all circumstances and without any restrictions, whether
they attend the AGM or not. Voting at a distance is called "proxy
voting". This is done by filling out a special form to vote in
writing.
Shareholders' Communication Channel
ING introduced proxy voting for Dutch shareholders in 2003. In the
Netherlands, ING works with the Shareholders' Communication
Channel, an organisation that sends proxy forms to shareholders who
have signed up for this service. Only shareholders whose shares or
depositary receipts are in custody with a Dutch bank can make use
of this organization to vote by proxy.
In 2004, ING extended proxy voting to international shareholders in
the US and the UK. In mid-2003, about 80% of ING's shareholders
were outside the Netherlands, with the US and the UK together
accounting for 48%. Holders of ADRs in the US automatically receive
information on proxy voting from their custodian bank.
Proxy solicitation
Proxy solicitation means collecting proxy
votes. A depositary-receipt holder or shareholder can transfer the
proxy vote granted to him to a third party, without any
restrictions. A holder of depositary receipts does not have voting
rights, but if he or she wants to attend the AGM, a proxy will be
granted, which can be transferred to someone else.
Those who do not attend the AGM and do not want
to have themselves represented will leave it the ING Trust Office
that looks after the interests of the holders of the depositary
receipt-holders and shareholders.
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