Each depositor insured to at least $250,000 per insured bank

Meaning of the Term "A Customary One-Time Proxy Solicitation"--12 CFR 303.15(c)(6)

FDIC-79-16

December 4, 1979

Katherine H. Haygood, Attorney

In your letter of November 21, 1979, you ask for a written opinion on the meaning of the term "a customary one-time proxy solicitation" as that term is used in 12 C.F.R. § 303.15(c)(6). We agree that the term means "a solicitation of a revocable proxy for a specific shareholders' meeting and adjournments thereof." We also agree that a specific shareholders' meeting could be an annual meeting of shareholders or any special shareholders' meeting. Basically, the exemption does not encompass any attempt to create a proxy which would entail more than one meeting and its adjournments.

I hope that your question has been answered.