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Message: TO ALL READERS .. If you invested in PTSC before 2005,

Sorry Brian I guess it was Milestone and Emtnester who had the discussion about removing board members. At any rate, a real challenge for shareholders of a BB company.

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PTSC operates "plurality voting"

posted on May 04, 08 04:37PM

We believe that a majority vote standard in director elections would give shareholders a meaningful role in the director election process. Under the Company’s current standard, a nominee in a director election can be elected with as little as a single affirmative vote, even if a substantial majority of the votes cast are “withheld” from that nominee. The majority vote standard would require that a director receive a majority of the vote cast in order to be elected to the Board.

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...In essence, if there are seven seats available with seven people standing for election, under the plurality system, ALL are elected, subject to receiving at least one vote for. Even those with only ONE vote for and 399,999,999 against(with 400m votes available)would be elected.

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Rank: [?]
President
Re: Plurality Voting ...milestone
posted on May 05, 08 06:45AM

We would never have more candidates than there are seats open on the BOD.

The BOD determines if they want to add to the BOD and is the one who actually nominates those for election. There is a minimum and a maximum of BOD members written into the company bylaws and it is usually stated so on the proxy every year.

We could write a shareholder proposal for the proxy every year and the BOD could deem not to include it on the ballot. We could nominate Warren Buffett every year and they could deem not to accept his nomination or even open a seat for voting.

We could vote 50 million shares/votes against a particular BOD member and as long as that member had one vote for their re-election they are in. Although I have seen other company's BOD members get quite a few negative votes for re-election....and although they were techincally re-elected, they have resigned due to the large number of votes against them representing a lack of confidence in their decision making ability.

So unless there were thousands of dollars spent by indivduals to file for a proxy challenge to replace all the BOD members...and all the notifications, SEC filings and accumulating a list of all the shareholders to notify them of your intentions of this proxy battle to replace the BOD in its entireity, then it's a waste of time and money.

But, IMO though, if indivdiduals would like to write proposals by June 1st to be considered by the BOD for inclusion in the next proxy ballot, by all means do so. Just remember they can toss every well intentioned shareholder proposal in the garbage can if they care to do so.

There is certainly nothing lost in trying to do something in that manner.

Likewise, I also believe we can show our displeasure before the proxy vote and on the day of the proxy, by notifying the CEO/BOD by email of our intentions to vote negatively when the proxy vote is taken in OCT. Let them know now and when the proxy vote is taken.

JMHO







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