§431:4-232  Schedule A: information requiredin a proxy statement.  (a)  When applicable, information in schedule Ashall include, among other things:

(1)  Whether or not the person giving the proxy hasthe power to revoke it;

(2)  A brief outline of the rights of appraisal ofdissenting stockholders;

(3)  A statement as to who is making the solicitation;

(4)  A description of the interest of persons in thematters to be acted upon;

(5)  A statement as to the class of voting stock to bevoted at the meeting, the number of shares outstanding, and the number of votesto which each class is entitled;

(6)  Detailed information on nominees for directors;

(7)  A statement on remuneration and othertransactions with management and others;

(8)  Information on the insurer's bonus, profitsharing, and other remuneration plans;

(9)  Information on the insurer's pension orretirement plan;

(10)  Information on the options, warrants, or rightsto purchase stock of the insurer;

(11)  Information of the title, amount, and descriptionof stock to be authorized or issued;

(12)  Detailed information on mergers, consolidations,acquisitions, and other similar matters; and

(13)  Detailed information on any asset, capital, orsurplus of the insurer.

(b)  If action is to be taken with respect toany matter which is not required to be submitted to a vote of stockholders, theschedule shall state the nature of the matter, the reason for the matter beingsubmitted to a vote of the stockholders, and the action intended to be taken bythe management in the event of a negative vote on the matter by thestockholders.

(c)  If action is to be taken with respect toany amendment of the insurer's charter, bylaws, or other such documents as towhich information is not required, the schedule shall briefly state the reasonsfor and the general effect of the amendment and the vote needed for itsapproval. [L 2000, c 24, pt of §2; am L 2003, c 212, §34]