John Dunn Rhoda Anderson Shareholder Services Association 2009 Annual Conference

1. Notice & Access, Year Two Update John Dunn Rhoda Anderson Shareholder Services Association 2009 Annual Conference July 15 – 18, 2009 The Coeur d'Alene Resort Coeur d'Alene, Idaho This document contains information confidential to Broadridge and is intended to be shared for informational purposes only. Distribution of this document, or any portion or reproduction thereof, to third parties is strictly prohibited without exception and is not authorized under any circumstances. Under no circumstances should any portion of this document be construed as legal, financial or other form of advice and no legal or business decision should be based on its content.

2. Agenda Agenda • Year One Notice & Access Rewind • Year Two Notice & Access Preview • Overview • Characteristics of Companies Using Notice & Access as of May 31, 2009 • Composition of Retail Accounts by Distribution Method • Retail Account Vote Response by Distribution Method Received (%) • Composition of Retail Shares by Distribution Method • Retail Share Vote Response by Distribution Method Received (%) • Non Adopter – Retail Accounts and Shares Voted (%) • Full Sets of Proxy Materials • Broadridge Steering Committee • Broadridge Steering Committee and Action - N&A • SEC Action July 1, 2009

3. Year One Rewind: July 1, 2007 – June 30, 2008 • Number of Notice Adopters: 653 • Of those 653 Issuers: • 34% had 50,000 or more shareholder accounts • 34% had 10 - 49,999 shareholder accounts • 32% had 1 - 9,999 shareholder accounts • Number of Notice Mailings: • Beneficial mailings 28.9M • Registered mailings 5.8M • Notice Voting Statistics • “Notice only” retail shares voted: 14.28% • “Notice only” retail accounts voted: 5.13%

4. Year One Rewind: July 1, 2008 – June 30, 2009 •  Notice adopters • Average quorum: 89.28% • Fulfillment statistics • Notice only full-set requests: 1.05% • Prior consent or stratification full-set requests: 11.41% • Full-set preference consents • June 30, 2008: 2.5 Million

5. Notice and Access Statistical Overview of Use with Beneficial Shareholders Year Two Preview July 1, 2009 – May 30, 2009 Broadridge will post final full-year Notice & Access statistics to our website. We anticipate posting the July 1, 2008 through June 30, 2009 statistics by July 31, 2009.

6. Overview This report contains statistical information on use of the Notice and Access method of proxy material delivery (N&A) with beneficial shareholders Broadridge supports the use of Notice and Access for any issuer choosing this model First Year (11 months 7/1/07 – 5/31/08) 634 corporate issuers utilized N&A First Year (7/1/07 – 6/30/08) 653 corporate issuers utilized N&A Second Year (11 months 7/1/08 – 5/31/09) 1,312corporate issuers utilized N&A Retail, retail accounts and retail shares refer to accounts and/or shares the holders of which have not consented for any form of electronic delivery and are not managed accounts 1,300 1,200 1,100 1,000 900 800 700 600 500 400 300 200 100 1,312 7/1/08-5/31/09 653 7/1/07-6/30/08 634 7/1/07- 5/31/08 11 Months Full Year 11 Months First Year Second Year

7. .1% .6% 1.1% 8.5% 14.9% 15.3% 59.5% 100% 120 234 95 17 706 48 162 30 Characteristics of Companies Using Notice and AccessAs of May 31, 2009 By distribution size range Size Range* <1,000 1,000 - 4,999 5,000 - 9,999 10,000 - 49,999 50,000 - 149,999 150,000 - 299,999 > 300,000 Total 1,312 185 435 219 86 248 82 Corporate Issuers Using N&A/Total Corp. Issuers 5,021 57 20.1% 37.3% 46.4% 50.0% 2,442 164 185 919 587 1,503 10,811 Percentage of Issuers Using N&A 1.1% 10.2% 28.9% 12.1% Percentage of positions processed for Issuers choosing N&A Meetings that include only routine proposals 9 84 62 172 83 30 11 451 Meetings that include at least one non-routine proposal (submitted by mgmt.) 0 2 3 29 41 26 54 155 Meetings that include at least one non-routine proposal (submitted by shareholders) * Size of Issuer is based on number of beneficial positions Note: there was one instance in which a “soliciting person other than an issuer” used Notice and Access for distribution to shareholders. The matter was settled before the meeting.

8. Companies Using Notice and Access Composition of Retail Accounts By Distribution Method Accounts Second Year (11 Months7/1/08-5/31/09) First Year (11 Months 7/1/07-5/31/08)

9. Companies Using Notice and Access Retail Account Vote Response Rate by Distribution Method Received (%) % Accounts Voted First Year (11 Months 7/1/07-5/31/08) Second Year (11 Months7/1/08-5/31/09) 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0 76.52% 72.28% 69.42% 65.18% 21.44% 21.32% 19.55% 18.45% 12.93% 12.59% 5.13% 4.10% Notice Recipients Shareholders who received a notice only Full Package by Consent Shareholders who previously requested to always receive full package materials Full Package by Fulfillment Shareholders who received a notice and requested full package materials Full Package by Stratification Shareholders who received full package materials because the issuer chose to send full package materials to a subset of shareholders Total Actual Retail Returns Actual retail vote instructions received Total Actual Returns – All Shareholders Actual vote instructions received from all shareholders

10. Companies Using Notice and Access Composition of Retail Shares By Distribution Method Shares Second Year (11 Months7/1/08-5/31/09) First Year (11 Months 7/1/07-5/31/08)

11. Companies Using Notice and AccessRetail Share Vote Response Rate by Distribution Method Received (%) % Shares Voted First Year (11 Months 7/1/07-5/31/08) Second Year (11 Months7/1/08-5/31/09) 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0 89.28% 81.85% 86.58% 79.66% 81.59% 74.23% 70.65% 66.98% 34.20% 28.63% 28.02% 27.69% 14.28% 13.48% Total Quorum All shares voted including broker vote Full Package by Stratification Shareholders who received full package materials because the issuer chose to send full package materials to a subset of shareholders Total Actual Retail Returns Actual retail vote instructions received Notice Recipients Shareholders who received a notice only Full Package by Fulfillment Shareholders who received a notice and requested full package materials Total Actual Returns – All Shareholders Actual vote instructions received from all shareholders Full Package by Consent Shareholders who previously requested to always receive full package materials

12. Companies Not Using Notice and Access Retail Accounts and Shares Voted (%) Second Year (11 Months7/1/08-5/31/09) First Year (11 Months 7/1/07-5/31/08) % Accounts Voted % Shares Voted 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0 84.72% 79.66% 83.21% 74.23% 81.59% 66.06% 62.22% 33.73% 31.80% 26.64% 24.35% 20.73% 19.71% 13.48% 14.28% Total Actual Retail Returns Actual retail vote instructions received Total Actual Retail Returns Actual retail vote instructions received Total Actual Returns – All Shareholders Actual vote instructions received from all shareholders Total Actual Returns – All Shareholders Actual vote instructions received from all shareholders Total Quorum All shares voted including broker vote

13. Full Sets of Proxy Materials Shareowners who received a full set of proxy materials due to: • Prior consent by shareholders to receive a full set of proxy materials • Requests for fulfillment of materials after receipt of Notice • Issuer-directed stratification of mailings (e.g., sending full sets to larger shareholders, foreign shareholders, or frequent voters) • In general, increasing numbers of issuers are stratifying their mailings 20% 10% 0 • First Year (11 Months 7/1/07 – 5/31/08) – 12.32%* • First Year (7/1/07 – 6/30/08) – 12.28%* • Second Year (11 Months 7/1/08 – 5/31/09) – 15.07%* 15.07% 12.32% 12.28% As of 6/30/08 As of 5/31/08 As of 5/3109 * Represents an average of averages across issuers utilizing N&A for that time period

14. 1.5% 0 1.07% 1.05% .78% As of 5/31/09 As of 5/31/08 As of 6/30/08 Full Sets of Proxy Materials Percentage of shareowners who received a Notice and then requested a full set of proxy materials • First Year (11 Months 7/1/07 – 5/31/08) – 1.07% • First Year (7/1/07 – 6/30/08) – 1.05% • Second Year (11 Months 7/1/08 – 5/31/09) - .78% • Requests for fulfillment of full packages, after receipt of Notice, has decreased over time

15. Full Sets of Proxy Materials Full set delivery • As of May 31, 2009, 3.4 million investor preferences for full-set delivery have been collected. These preferences are used in processing Notice and Access jobs • First Year (11 Months 7/1/07 – 5/31/08) – 2.4 million • First Year (7/1/07 – 6/30/08) – 2.5 million • Second Year (11 Months 7/1/08 – 5/31/09) – 3.4 million 5 mil 4 mil 3 mil 2 mil 1 mil 0 3.4 2.5 2.4 As of 5/31/08 As of 6/30/08 As of 5/31/09

16. Impediments to Notice Adoption Issuers cite the following “boulders in the road’ when evaluating the implementation of the notice model: • The requirement to complete the filing, mailing, and posting of proxy solicitation material 40 days in advance of the shareholder meeting • The decline in retail shareholder participation measured by voting results for those investors receiving a notice • The issuers proxy solicitation material includes a non-routine management proposal • Management considers the annual report an important brand reinforcing vehicle • Pinpointing the print requirements for full-set delivery and fulfillment requests

17. What is Broadridge doing to Help? • Notice Resource Center • Timelines • Budget Analysis Tool • Requirements • Statistics • Subject matter • Launch of Shareholder Education Web Site • https://www.shareholdereducation.com/index.asp • Investor rights and responsibilities • Proxy process tutorial • Options for voting your proxy • Glossary of terms and resources • Shareholder Portal Corporate Branding Options • Corporate logo and insignia • Customizable text • Integration of video

18. Notice & Access, Year Two Update • Rhoda’s turn to talk • Dunn Shuts Up, But Not for Long.

19. Steering Committee for Broadridge • Members • American Express, Barclay’s Global Investors, Brandes Investment Partners, CALSTRS, Capital Research, Charles Schwab, Citigroup, Coca Cola, Exelon, Goldman Sachs, Johnson & Johnson, JPMorgan Chase, Morgan Stanley, Pershing, Richson Consulting, Rhoda Anderson Associate, Society of Corporate Secretary, Wellington Management Company • Education Sub-Committee: American Express, Coca-Cola, Exelon, Johnson & Johnson, Rhoda Anderson Associates • Meetings • Two in-person meetings per year • Two conference call meetings per year or as needed • Sub committee in person or cc meetings as needed • SEC & NYSE Relationship • Two meetings per year with SEC staff • Two meetings per year with NYSE staff

20. Broadridge Steering Committee Action – Notice & Access • Education subcommittee was formed to review, discuss and offer suggestions designed to improve the Notice and Access experience for: • Issuers • Shareholders • Members of the subcommittee met on 12 occasions and agreed to offer suggestions designed to improve both the notice design and process • The subcommittee , working with a design firm, recommended a number of notice format changes including: • Redesign of the notice card • Redesign of the notice envelope • Creation and use of a notice educational insert • The subcommittee recommended a number of notice process changes including: • Altering the notice rule requiring filing, posting, and mailing of proxy material from 40 days before the meeting to 30 days • Allowing an issuer to enclose an educational insert with the initial notice mailing • The subcommittee met with the SEC to introduce the notice recommendations • New Notice introduced in Jan 2009 • New envelope introduced in Jan 2009 • Educational insert provided

21. Has Anything Really Changed? Yes, change has occurred, but more needs to be done. • Issuers are better informed • Notice rule requirements • Notice pros and cons • Mandatory Notice and Access Rule (posting of proxy materials) • Improved Notice & Access process • Redesign of proxyvote.com and Notice shareholder portal • Redesigned notice card • Redesigned notice envelope • Shareholder awareness and understanding • Notice cards • Telephonic voting • Accessing electronic document • Hard copy fulfillment option

22. SEC Notice & Access Rule • Rule as it exists today • SEC Action July 1, 2009 • Proposed changes • What to expect

23. Closing • What can you do?