EX-99.17 6 d01921exv99w17.txt FORM OF PROXIES EXHIBIT 17 BERGER GROWTH FUND, INC. 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF BERGER GROWTH FUND, INC. The undersigned Shareholder(s) of the Berger Growth Fund (the "Fund") hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Growth Fund to the Janus Olympus Fund. This transfer will be made in exchange for shares of the Janus Olympus Fund, and the shares so received will be distributed to shareholders of the Berger Growth Fund. [ ] For [ ] Against [ ] Abstain Proposal 2: Ratify an interim Investment Advisory Agreement with Janus Capital Management LLC. [ ] For [ ] Against [ ] Abstain The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER LARGE CAP GROWTH FUND, INC. 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF BERGER LARGE CAP GROWTH FUND, INC. The undersigned Shareholder(s) of the Berger Large Cap Growth Fund (the "Fund") hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an amendment to the Articles of Incorporation to provide for approval of certain actions by the vote of a majority of the outstanding shares, rather than two-thirds of the outstanding shares as otherwise required by Maryland law. [ ] For [ ] Against [ ] Abstain Proposal 2: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Large Cap Growth Fund to the Janus Growth and Income Fund. This transfer will be made in exchange for shares of the Janus Growth and Income Fund, and the shares so received will be distributed to shareholders of the Berger Large Cap Growth Fund. [ ] For [ ] Against [ ] Abstain Proposal 3: Ratify an interim Investment Advisory Agreement with Janus Capital Management LLC. [ ] For [ ] Against [ ] Abstain The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER INVESTMENT PORTFOLIO TRUST 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 BERGER MID CAP GROWTH FUND PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF BERGER INVESTMENT PORTFOLIO TRUST The undersigned Shareholder(s) of the Berger Mid Cap Growth Fund (the "Fund"), a series of the Berger Investment Portfolio Trust (the "Trust"), hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Mid Cap Growth Fund to the Janus Enterprise Fund. This transfer will be made in exchange for shares of the Janus Enterprise Fund, and the shares so received will be distributed to shareholders of the Berger Mid Cap Growth Fund. [ ] For [ ] Against [ ] Abstain Proposal 2: Ratify an interim Investment Advisory Agreement with Janus Capital Management LLC. [ ] For [ ] Against [ ] Abstain Proposal 3: Elect seven Trustees to the Board of Trustees. Nominees: (1) Thomas H. Bailey, (2) William F. McCalpin, (3) John W. McCarter, Jr., (4) Dennis B. Mullen, (5) James T. Rothe, (6) William D. Stewart, (7) Martin H. Waldinger. ------------------------------------------------------------------ INSTRUCTION: To withhold authority to vote for any individual nominee(s), write the number(s) on the line immediately above. [ ] FOR all nominees listed (except [ ] WITHHOLD authority to vote for as noted in space provided) all nominees listed The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER INVESTMENT PORTFOLIO TRUST 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 BERGER SMALL COMPANY GROWTH FUND PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF BERGER INVESTMENT PORTFOLIO TRUST The undersigned Shareholder(s) of the Berger Small Company Growth Fund (the "Fund"), a series of the Berger Investment Portfolio Trust (the "Trust"), hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Small Company Growth Fund to the Janus Venture Fund. This transfer will be made in exchange for shares of the Janus Venture Fund, and the shares so received will be distributed to shareholders of the Berger Small Company Growth Fund. [ ] For [ ] Against [ ] Abstain Proposal 2: Ratify an interim Investment Advisory Agreement with Janus Capital Management LLC. [ ] For [ ] Against [ ] Abstain Proposal 3: Elect seven Trustees to the Board of Trustees. Nominees: (1) Thomas H. Bailey, (2) William F. McCalpin, (3) John W. McCarter, Jr., (4) Dennis B. Mullen, (5) James T. Rothe, (6) William D. Stewart, (7) Martin H. Waldinger. ------------------------------------------------------------------ INSTRUCTION: To withhold authority to vote for any individual nominee(s), write the number(s) on the line immediately above. [ ] FOR all nominees listed (except [ ] WITHHOLD authority to vote for as noted in space provided) all nominees listed The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER INVESTMENT PORTFOLIO TRUST 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 BERGER BALANCED FUND PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF BERGER INVESTMENT PORTFOLIO TRUST The undersigned Shareholder(s) of the Berger Balanced Fund (the "Fund"), a series of the Berger Investment Portfolio Trust (the "Trust"), hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Balanced Fund to the Janus Balanced Fund. This transfer will be made in exchange for shares of the Janus Balanced Fund, and the shares so received will be distributed to shareholders of the Berger Balanced Fund. [ ] For [ ] Against [ ] Abstain Proposal 2: Ratify an interim Investment Advisory Agreement with Janus Capital Management LLC. [ ] For [ ] Against [ ] Abstain Proposal 3: Elect seven Trustees to the Board of Trustees. Nominees: (1) Thomas H. Bailey, (2) William F. McCalpin, (3) John W. McCarter, Jr., (4) Dennis B. Mullen, (5) James T. Rothe, (6) William D. Stewart, (7) Martin H. Waldinger. ------------------------------------------------------------------ INSTRUCTION: To withhold authority to vote for any individual nominee(s), write the number(s) on the line immediately above. [ ] FOR all nominees listed (except [ ] WITHHOLD authority to vote for as noted in space provided) all nominees listed The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER INVESTMENT PORTFOLIO TRUST 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 BERGER INFORMATION TECHNOLOGY FUND PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF BERGER INVESTMENT PORTFOLIO TRUST The undersigned Shareholder(s) of the Berger Information Technology Fund (the "Fund"), a series of the Berger Investment Portfolio Trust (the "Trust"), hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE PROPOSALS TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger Information Technology Fund to the Janus Global Technology Fund. This transfer will be made in exchange for shares of the Janus Global Technology Fund, and the shares so received will be distributed to shareholders of the Berger Information Technology Fund. [ ] For [ ] Against [ ] Abstain Proposal 2: Elect seven Trustees to the Board of Trustees. Nominees: (1) Thomas H. Bailey, (2) William F. McCalpin, (3) John W. McCarter, Jr., (4) Dennis B. Mullen, (5) James T. Rothe, (6) William D. Stewart, (7) Martin H. Waldinger. ------------------------------------------------------------------ INSTRUCTION: To withhold authority to vote for any individual nominee(s), write the number(s) on the line immediately above. [ ] FOR all nominees listed (except [ ] WITHHOLD authority to vote for as noted in space provided) all nominees listed The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2 BERGER WORLDWIDE FUNDS TRUST 210 UNIVERSITY BOULEVARD DENVER, COLORADO 80206 BERGER INTERNATIONAL FUND PROXY FOR SPECIAL MEETING OF SHAREHOLDERS MARCH 7, 2003 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF BERGER WORLDWIDE FUNDS TRUST The undersigned Shareholder(s) of the Berger International Fund (the "Fund"), a series of the Berger Worldwide Funds Trust (the "Trust"), hereby appoint(s) Anthony R. Bosch, Thomas A. Early, Kelley Abbott Howes and Janice M. Teague (each with full power of substitution), the proxy or proxies of the undersigned to attend the Special Meeting of Shareholders (the "Special Meeting") of the Fund to be held on March 7, 2003, and any adjournments thereof, to vote all of the shares of the Fund that the signer would be entitled to vote if personally present at the Special Meeting and on any other matters brought before the Special Meeting, all as set forth in the Notice of Special Meeting of Shareholders. Said proxies are directed to vote or refrain from voting pursuant to the Proxy Statement/Prospectus as checked below. All properly executed proxies will be voted as directed herein by the signing Shareholder(s). If no direction is given when the duly executed proxy is returned, such shares will be voted FOR each Proposal. Please date, sign and return promptly. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS. --------------------------------------------------------- THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY. THE BOARD OF TRUSTEES OF THE TRUST RECOMMENDS A VOTE "FOR" THE PROPOSAL TO: Proposal 1: Approve an Agreement and Plan of Reorganization providing for the transfer of all of the assets and all of the liabilities of the Berger International Fund to the Janus Overseas Fund. This transfer will be made in exchange for shares of the Janus Overseas Fund, and the shares so received will be distributed to shareholders of the Berger International Fund. [ ] For [ ] Against [ ] Abstain The undersigned acknowledges receipt with this proxy card of a copy of the Notice of Special Meeting of Shareholders and the Proxy Statement/Prospectus. Your signature(s) on this proxy card should be exactly as your name or names appear on this proxy card. If the shares are held jointly, each holder should sign. If signing is by attorney, executor, administrator, trustee or guardian, please print your full title below your signature. Dated: , 2003 ------------- --------------------------------- --------------------------------- Signature Signature 2