DEFA14A 1 defa14a.htm ENERGYCONNECT GROUP INC DEFA 14A 11-10-2010 defa14a.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934

Filed by the Registrant
x
Filed by a Party other than the Registrant
o

Check the appropriate box:

o
Preliminary Proxy Statement
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o
Definitive Proxy Statement
x
Definitive Additional Materials
o
Soliciting Material Pursuant to § 240.14a-11(c) or § 240.14a-12

ENERGYCONNECT GROUP, INC.
(Name of Registrant as Specified In Its Charter)
 
(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):
x
No fee required.
o
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 
1)
Title of each class of securities to which transaction applies:
     
     
     
     
 
2)
Aggregate number of securities to which transaction applies:
     
     
     
     
 
3)
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
     
     

 
4)
Proposed maximum aggregate value of transaction: ______________________________________
 
5)
Total fee paid: __________________________________________________________________
 
o
Fee paid previously with preliminary materials.
o
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
 
1)
Amount Previously Paid: __________________________________________________________
 
2)
Form, Schedule or Registration Statement No.: __________________________________________
 
3)
Filing Party: ____________________________________________________________________
 
4)
Date Filed: _____________________________________________________________________

 
 

 
 
YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY.

We encourage you to take advantage of Internet or telephone voting.
Both are available 24 hours a day, 7 days a week.

Internet and telephone voting are available through 11:59 PM Eastern Time the day prior to the shareholder meeting date.

logo 1
INTERNET
http://www.proxyvoting.com/ecng
Use the Internet to vote your proxy.
Have your proxy card in hand when you access the web site.
 
OR
 
TELEPHONE
 
1-866-540-5760
 
Use any touch-tone telephone to vote your proxy. Have your proxy card in hand when you call.
   
 
If you vote your proxy by Internet or by telephone, you do NOT need to mail back your proxy card.
   
 
To vote by mail, mark, sign and date your proxy card and return it in the enclosed postage-paid envelope.
   
 
Your Internet or telephone vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card.

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Fulfillment
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FOLD AND DETACH HERE
 
Please mark your votes as indicated in this example T

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR EACH OF THE NOMINEES NAMED BELOW.
 
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE APPROVAL OF PROPOSAL 2.

PROPOSAL 1. Election of Directors
FOR ALL
 
WITHHOLD FOR ALL
 
*EXCEPTIONS
       
FOR
 
AGAINST
 
ABSTAIN
Nominees:
                             
                               
01 Kevin R. Evans
05 N. Beth Emery
£
 
£
 
£
 
PROPOSAL 2.  
Ratification of Appointment of SingerLewak as the Independent Registered Public Accounting Firm of the Company.
 
£
 
£
 
£
02 Gary D. Conley
06 Kurt E. Yeager
                         
03 John P. Metcalf
07 Andrew N. MacRitchie  
                         
04 Rodney M. Boucher  
08 Thomas Reiter
                         
                             
                             
                             
                             


(INSTRUCTIONS: To withhold authority to vote for any individual nominee, mark the “Exceptions” box above and write that nominee’s name in the space provided below.)
 
The shareholder signed below reserves the right to revoke this Proxy at any time prior to its exercise by written notice delivered to the Companys Secretary at the Company’s offices at 901 Campisi Way, Suite 260, Campbell, California 95008 prior to the Annual Meeting. The power of the Proxy holders shall also be suspended if the shareholder signed below appears at the Annual Meeting and elects in writing to vote in person.
     
*Exceptions
   
     


image 2  
Will Attend Meeting £ 
YES
       
       
image 1    
Mark Here for
Address Change
or Comments
SEE REVERSE
£

NOTE: Please sign as name appears hereon. Joint owners should each sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such.

Signature
 
Signature
 
Date
 

 
 

 

You can now access your EnergyConnect Group, Inc. account online.

Access your EnergyConnect Group, Inc. account online via Investor ServiceDirect® (ISD).

BNY Mellon Shareowner Services, the transfer agent for EnergyConnect Group, Inc., now makes it easy and convenient to get current information on your shareholder account.

 
View account status
View payment history for dividends
 
View certificate history
Make address changes
 
View book-entry information
Obtain a duplicate 1099 tax form


Visit us on the web at http://www.bnymellon.com/shareowner/isd
For Technical Assistance Call 1-877-978-7778 between 9am-7pm
Monday-Friday Eastern Time

Investor ServiceDirect ®
Available 24 hours per day, 7 days per week
TOLL FREE NUMBER: 1-800-370-1163


Choose MLinkSM for fast, easy and secure 24/7 online access to your future proxy materials, investment plan statements, tax documents and more. Simply log on to Investor ServiceDirect® at www.bnymellon.com/shareowner/isd where step-by-step instructions will prompt you through enrollment.


Important notice regarding the Internet availability of proxy materials for the Annual Meeting of shareholders. The Proxy Statement and the 2009 Annual Report to Shareholders are available at: http://www.proxyvoting.com/ecng


FOLD AND DETACH HERE

ENERGYCONNECT GROUP, INC.
PROXY
PROXY FOR ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON December 22, 2010

The undersigned hereby acknowledges receipt of the Notice of Annual Meeting of Shareholders and Proxy Statement, each dated November 12, 2010, and hereby names, constitutes and appoints Andrew C. Warner and Kevin R. Evans, or either of them acting in absence of the other, with full power of substitution, my true and lawful attorneys and Proxies for me and in my place and stead to attend the Annual Meeting of the Shareholders of EnergyConnect Group, Inc. (the “Company”), to be held at 9:30 a.m. on December 22, 2010, and at any postponement or adjournment thereof, and to vote all the shares of Common Stock held of record in the name of the undersigned on October 29, 2010 with all the powers that the undersigned would possess if he were personally present.


Address Change/Comments
       
(Mark the corresponding box on the reverse side)
 
BNY MELLON SHAREOWNER SERVICES
   
P.O. BOX 3550
   
SOUTH HACKENSACK, NJ 07606-9250
         
   
(Continued and to be marked, dated and signed, on the other side)
         
         
     
83186
Fulfillment
       
83195-1