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Dte Energy Co – ‘S-4/A’ on 3/9/95 – EX-99.(A)

As of:  Thursday, 3/9/95   ·   Accession #:  950124-95-652   ·   File #:  33-57545

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 3/09/95  Dte Energy Co                     S-4/A                  8:316K                                   Bowne - Bde

Pre-Effective Amendment to Registration of Securities Issued in a Business-Combination Transaction   —   Form S-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-4/A       Pre-Effective Amendment to Registration of            65    338K 
                          Securities Issued in a                                 
                          Business-Combination Transaction                       
 2: EX-3.(C)    By-Laws of Dte Holdings, Inc.                         12     53K 
 3: EX-3.(D)    Form of By-Laws of Dte Holdings                       12     54K 
 4: EX-5        Opinion of Christopher C. Nern                         2     13K 
 5: EX-8        Opinion of Jones, Day, Reavis & Pogne                  3     14K 
 6: EX-23.(C)   Consent of Price Waterhouse LLP                        1      6K 
 7: EX-99.(A)   Form of Proxy Card                                     4     19K 
 8: EX-99.(B)   Consents of Persons to Be Elected Directors           13     25K 


EX-99.(A)   —   Form of Proxy Card

EX-99.(A)1st Page of 4TOCTopPreviousNextBottomJust 1st
 

Exhibit 99(A) [Enlarge/Download Table] PROXY PLEASE USE AN X TO INDICATE YOUR VOTE IN BOXES BELOW. Election of Directors: Nominees are Terence E. Adderley, Your Board of Directors Recommends a Vote Anthony F. Earley, Jr., Allan D. Gilmour and Theodore S. Leipprandt. For Proposals 1, 2, 3, & 4. ----------------------------------------------------------- -------------------------------------------------------------- 1. Election of Directors * For Withheld *To withhold vote from any Nominee(s), write the name(s) here: [] [] ----------------------------------------------------------- 2. Exchange Agreement For Against Abstain [] [] [] ----------------------------------------------------------- 3. Long-Term Incentive Plan For Against Abstain [] [] [] ----------------------------------------------------------- 4. Independent Accountants For Against Abstain [] [] [] ----------------------------------------------------------- The signature(s) below should correspond exactly with the name(s) as shown on the left. Where stock is registered jointly in the names of two or more persons, ALL should sign. When signing as Attorney, Executor, Administrator, Trustee, Guardian or as Corporate Officer on behalf of a Corporation, please give full title as such. ----------------------------------------------------------- ----------------------------------------------------------- Signature(s) Date ------------------------------------------------------------------------------------------------------------------------------------ Detach Here [Detroit Edison logo] 2000 2nd Avenue Detroit, Michigan 48226 ANNUAL MEETING OF SHAREHOLDERS - APRIL 24, 1995 The Annual Meeting of Shareholders of The Detroit Edison Company will be held on Monday, April 24, 1995, at the Detroit Edison General Office Building, 2000 2nd Avenue, Detroit, Michigan, at 10:00 a.m., Detroit time. PROXY CARD - The top portion of this form is your Proxy Card. Please record your vote, sign and date the Proxy Card and then detach and return the completed Proxy Card promptly in the enclosed reply envelope. You should do so even if you plan to attend the Annual Meeting.
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THE DETROIT EDISON COMPANY THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS. PROXY By signing on the other side, I (we) appoint Theodore S. Leipprandt, Patricia S. Longe, Dean E. Richardson, and any of them, as proxies to vote my (our) shares of Common Stock at the Annual Meeting of Shareholders to be held on Monday, April 24, 1995, and at all adjournments thereof, upon the matters set forth on the reverse side hereof and upon such other matters as may come before the meeting. If you sign and return this proxy, the shares will be voted as directed. IF NO DIRECTION IS INDICATED, THE SHARES WILL BE VOTED FOR PROPOSALS 1, 2, 3, AND 4. If the proxy is not signed and returned, the shares cannot be voted for you. RECORD VOTE AND SIGN ON REVERSE SIDE -------------------------------------------------------------------------
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[DETROIT EDISON LETTERHEAD] March 17, 1995 Dear Savings & Investment Plan Participant: As a participant in the Detroit Edison Savings & Investment Plan, you are entitled to direct Fidelity Management Trust Company to vote on your behalf at the April 24 Annual Meeting of Detroit Edison Common Stock Shareholders. Use the enclosed form to show how you would like Fidelity to vote. Shareholders will be voting on four issues at the April meeting. They will be asked to elect four members to the Company's Board of Directors, approve the Exchange Agreement resulting in the formation of a holding company, approve a Long-Term Incentive Plan and ratify the appointment of Deloitte & Touche LLP as independent accountants. To complete the form, simply follow the instructions on the Confidential Voting Instructions Form. By completing the voting form enclosed, you will be participating in an important Company decision-making process. Please take the time to review the instructions provided, complete the form and return it in the enclosed envelope. Sincerely, /s/ John E. Lobbia Enclosure PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING -------------------------------------------------------------------------------- CONFIDENTIAL VOTING INSTRUCTIONS TO FIDELITY MANAGEMENT TRUST COMPANY AS TRUSTEE UNDER THE DETROIT EDISON SAVINGS & INVESTMENT PLANS This voting instructions form is sent on behalf of the Board of Directors of The Detroit Edison Company. Please complete this form on the reverse side, sign your name exactly as it appears above, and return it in the enclosed envelope to Fidelity Management Trust Company. IF YOU SIGN AND RETURN THIS FORM BY APRIL 20, 1995, THE SHARES WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS INDICATED, THE SHARES WILL BE VOTED FOR PROPOSALS 1, 2, 3, and 4. IF THIS FORM IS NOT SIGNED AND RETURNED, THE SHARES CANNOT BE VOTED FOR YOU. Only the Trustee can vote your shares, and the Trustee only votes shares for which the Trustee has received signed voting instructions. Your shares cannot be voted in person at the Annual Meeting. How you vote these shares is confidential. The Trustee will not disclose to the Company how you have instructed the Trustee to vote. I, as participant in the Detroit Edison Savings & Investment Plan, hereby direct Fidelity Management Trust Company as Trustee for the Plan to vote all of the shares of Common Stock of The Detroit Edison Company represented by my proportionate interest in the Trust at the Annual Meeting of Common Stock Shareholders of the Company to be held on Monday, April 24, 1995, and at all adjournments thereof, upon the matters set forth on the reverse side hereof and upon such other matters as may come before the meeting.
EX-99.(A)Last Page of 4TOC1stPreviousNextBottomJust 4th
[Enlarge/Download Table] PLEASE FOLD AND DETACH CARD AT PERFORATION BEFORE MAILING ----------------------------------------------------------------------------------------------------------------------------------- ELECTION OF DIRECTORS PLEASE USE AN X TO INDICATE YOUR VOTE IN BOXES BELOW. Terence E. Adderley Anthony F. Earley, Jr. YOUR BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSALS Allan D. Gilmour Theodore S. Liepprandt 1, 2, 3 and 4. ----------------------------------------------------------- 1. ELECTION OF DIRECTORS *To withhold vote from any Nominee(s), write the name(s) above: [] FOR [] WITHHELD ----------------------------------------------------------- 2. EXCHANGE AGREEMENT [] FOR [] AGAINST [] ABSTAIN ----------------------------------------------------------- 3. LONG-TERM INCENTIVE PLAN [] FOR [] AGAINST [] ABSTAIN ----------------------------------------------------------- 4. INDEPENDENT ACCOUNTANTS [] FOR [] AGAINST [] ABSTAIN ----------------------------------------------------------- DATE: _____________, 1995 SIGNATURE SHOULD CORRESPOND EXACTLY WITH YOUR NAME AS PRINTED ON THE LEFT SIDE OF THIS FORM. ----------------------------------------------------------- Signature(s) Date

Dates Referenced Herein

Referenced-On Page
This ‘S-4/A’ Filing    Date First  Last      Other Filings
4/24/9513None on these Dates
4/20/953
3/17/953
Filed on:3/9/95
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Filing Submission 0000950124-95-000652   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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