SCHEDULE 14A
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to sec. 240.14a-11( c) or sec. 240.14a-12
SIT LARGE CAP GROWTH FUND, INC.
SIT MID CAP GROWTH FUND, INC.
SIT SMALL CAP GROWTH FUND
SIT BALANCED FUND
SIT SCIENCE AND TECHNOLOGY GROWTH FUND
SIT INTERNATIONAL GROWTH FUND
SIT DEVELOPING MARKETS GROWTH FUND
SIT MONEY MARKET FUND, INC.
SIT U.S. GOVERNMENT SECURITIES FUND, INC.
SIT BOND FUND
SIT TAX-FREE INCOME FUND
SIT MINNESOTA TAX-FREE INCOME FUND
(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
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transactions applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange 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:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11 (a)(2) and the 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:
<PAGE>
SIT LARGE CAP GROWTH FUND, INC.
SIT MID CAP GROWTH FUND, INC.
SIT SMALL CAP GROWTH FUND
SIT BALANCED FUND
SIT SCIENCE AND TECHNOLOGY GROWTH FUND
SIT INTERNATIONAL GROWTH FUND
SIT DEVELOPING MARKETS GROWTH FUND
SIT MONEY MARKET FUND, INC.
SIT U.S. GOVERNMENT SECURITIES FUND, INC.
SIT BOND FUND
SIT TAX-FREE INCOME FUND
SIT MINNESOTA TAX-FREE INCOME FUND
4600 Wells Fargo Center
Minneapolis, Minnesota 55402
------------------------------------
NOTICE OF JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON OCTOBER 24, 2000
------------------------------------
September 15, 2000
Dear Shareholders:
Notice is hereby given that the joint annual meeting of the
shareholders of Sit Large Cap Growth Fund, Inc. ("Large Cap Fund"), Sit Mid Cap
Growth Fund, Inc. ("Mid Cap Fund"), Sit Small Cap Growth Fund ("Small Cap
Fund"), Sit Balanced Fund ("Balanced Fund"), Sit Science and Technology Growth
Fund ("Science and Technology Fund"), Sit International Growth Fund
("International Fund") and Sit Developing Markets Growth Fund ("Developing
Markets Fund"), (collectively the "Stock" Funds), Sit Money Market Fund, Inc.
("Money Market Fund"), Sit U.S. Government Securities Fund, Inc. ("U.S.
Government Fund"), Sit Bond Fund ("Bond Fund"), Sit Tax-Free Income Fund
("Tax-Free Income Fund"), and Sit Minnesota Tax-Free Income Fund ("Minnesota
Fund"), (collectively the "Bond" Funds), (the Stock and Bond Funds,
collectively, the "Funds") will be held at 1:45 P.M. (MINNEAPOLIS TIME) ON
TUESDAY, OCTOBER 24, 2000 at the Edina Country Club, 5100 Wooddale Avenue,
Edina, Minnesota, for the following purposes:
1. To re-elect the Board of Directors for each Fund;
2. To ratify or reject the Board's selection of KPMG LLP to serve as each
Fund's independent auditor for the fiscal years ending March 31, 2001 or
June 30, 2001; and
3. To transact such other business as may properly come before the meeting.
<PAGE>
Shareholders of record on August 25, 2000 are the only persons entitled to
notice of and to vote at the meeting. We hope you can attend. WHETHER OR NOT YOU
EXPECT TO ATTEND THE MEETING, PLEASE SIGN AND PROMPTLY RETURN THE ENCLOSED PROXY
IN THE ENCLOSED POSTAGE-PREPAID ENVELOPE. IN ORDER TO AVOID THE ADDITIONAL
EXPENSE OF FURTHER SOLICITATION, WE RESPECTFULLY ASK FOR YOUR COOPERATION IN
MAILING IN YOUR PROXY MATERIAL. If you are present at the meeting, you may then
revoke your proxy and vote in person, as explained in the accompanying Proxy
Statement.
By Order of the Board of Directors,
/s/ Eugene C. Sit
Eugene C. Sit
Chairman
<PAGE>
PROXY STATEMENT
SIT LARGE CAP GROWTH FUND, INC.
SIT MID CAP GROWTH FUND, INC.
SIT SMALL CAP GROWTH FUND
SIT BALANCED FUND
SIT SCIENCE AND TECHNOLOGY GROWTH FUND
SIT INTERNATIONAL GROWTH FUND
SIT DEVELOPING MARKETS GROWTH FUND
SIT MONEY MARKET FUND, INC.
SIT U.S. GOVERNMENT SECURITIES FUND, INC.
SIT BOND FUND
SIT TAX-FREE INCOME FUND
SIT MINNESOTA TAX-FREE INCOME FUND
4600 Wells Fargo Center
Minneapolis, Minnesota 55402
JOINT ANNUAL MEETING OF SHAREHOLDERS - OCTOBER 24, 2000
The enclosed Proxy is solicited by the Boards of Directors of Sit Large Cap
Growth Fund, Inc. ("Large Cap Fund"), Sit Mid Cap Growth Fund, Inc. ("Mid Cap
Fund"), Sit Small Cap Growth Fund ("Small Cap Fund"), Sit Balanced Fund
("Balanced Fund"), Sit Science and Technology Growth Fund ("Science and
Technology Fund"), Sit International Growth Fund ("International Fund") and Sit
Developing Markets Growth Fund ("Developing Markets Fund"), (collectively the
"Stock" Funds), Sit Money Market Fund, Inc. ("Money Market Fund"), Sit U.S.
Government Securities Fund, Inc. ("U.S. Government Fund"), Sit Bond Fund ("Bond
Fund"), Sit Tax-Free Income Fund ("Tax-Free Income Fund"), and Sit Minnesota
Tax-Free Income Fund ("Minnesota Fund"), (collectively the "Bond" Funds), (the
Stock and Bond Funds, collectively, the "Funds"), in connection with the joint
annual meeting of shareholders of the Funds to be held at 1:45 p.m. (Minneapolis
time) on Tuesday, October 24, 2000 at the Edina Country Club, 5100 Wooddale
Avenue, Edina, Minnesota, and at any adjournments thereof. The cost of
solicitation, including the cost of preparing and mailing the Notice of the
Joint Annual Meeting of Shareholders and this Proxy Statement, will be paid by
the Funds, and such mailing will take place on approximately September 15, 2000.
Representatives of the Funds may, without cost to the Funds, solicit Proxies for
the management of the Funds by means of mail, telephone or personal calls.
The Sit Mutual Funds are comprised of six corporate issuers of either one
series or multiple series. Sit Mid Cap Growth Fund, Inc., Sit Large Cap Growth
Fund, Inc., Sit U.S. Government Securities Fund, Inc., and Sit Money Market
Fund, Inc. are issuers of one series (collectively, the "Non-Series Funds"). Sit
Mutual Funds, Inc. is the corporate issuer of the International Fund, Balanced
Fund, Developing Markets Fund, Small Cap Fund, and Science and Technology Fund;
and Sit Mutual Funds II, Inc. is the corporate issuer of the Tax-Free Income
Fund, Minnesota Fund and Bond Fund, (collectively, the "Series Funds").
1
<PAGE>
Each shareholder is entitled to one vote for each share held. A majority of
the shares outstanding of each Non-Series Fund must be present in person or by
proxy to achieve a quorum and 10% of the shares outstanding of each Series Fund
must be present in person or by proxy to achieve a quorum. Shareholders of the
Series Funds vote together as shareholders of the corporate issuer. Provided a
quorum is represented, approval of proposals 1 and 2 requires the affirmative
vote of more than 50% of shares of each Fund represented at the meeting. None of
the matters to be presented at the meeting will entitle any shareholder to
cumulative voting or appraisal rights.
A proxy may be revoked before the meeting by giving written notice of
revocation to the Secretary of the Funds, or at the meeting prior to voting.
Unless revoked, properly executed proxies in which choices are not specified by
the shareholders will be voted "for" each item for which no choice is specified,
in accordance with the recommendation of the applicable Fund's Board of
Directors. In instances where choices are specified by the shareholders in the
proxy, those proxies will be voted or the vote will be withheld in accordance
with the shareholder's choice. With regard to the election of directors, votes
may be cast in favor or withheld. Abstentions may be specified on all proposals
other than the election of directors. Abstentions and votes withheld with
respect to the election of directors will be counted as present for purposes of
determining whether a quorum of shares is present at the meeting with respect to
the item on which the abstention is noted, and will have the same effect as a
vote "against" such item. Under the Rules of the New York Stock Exchange, if a
proposal is considered "non-discretionary," then brokers who hold Fund shares in
street name for customers are not authorized to vote on such proposal on behalf
of their customers who have not furnished the broker specific voting
instructions. If a broker returns a "non-vote" proxy, indicating a lack of
authority to vote on a proposal, then the shares covered by such non-vote shall
not be counted as present for purposes of calculating the vote with respect to
such proposal. So far as the Board of Directors is aware, no matter other than
those described in this Proxy Statement will be acted upon at the meeting.
Should other matters properly come before the meeting calling for a vote of
shareholders, it is the intention of the persons named as proxies in the
enclosed proxy to act upon such matters according to their best judgment.
In the event that sufficient Proxy votes in favor of the proposals set
forth in the Notice of Joint Annual Meeting of Shareholders are not received by
October 24, 2000, the persons named as proxies may propose one or more
adjournments of the meeting with respect to one or more of the Funds to permit
further solicitation of Proxies. With respect to any Fund, an adjournment will
require the affirmative vote of the holders of a majority of the shares present
in person or by Proxy at the meeting. The persons named as proxies will vote in
favor of such adjournments with respect to any of said proposals if the proxies
are instructed, by more than a majority of the shares represented in person or
by proxy, to vote "for" the proposal(s) for which the adjournment is being
proposed. The persons named as proxies will vote against such adjournment if
they are instructed (by a majority of the shares represented in person or by
proxy) to vote "against" the proposal(s) for which the adjournment is being
proposed.
Only shareholders of record on August 25, 2000 may vote at the meeting or
any adjournment thereof. As of August 25, 2000, the Funds had the following
number of issued and outstanding common shares, the only class of securities of
each Fund:
<TABLE>
<S> <C> <C>
Large Cap Fund 2,888,942 Science and Technology Fund 1,491,052 U.S. Government Fund 13,605,431
Mid Cap Fund 24,272,290 International Fund 7,149,599 Bond Fund 1,347,968
Small Cap Fund 5,673,251 Developing Markets Fund 1,149,092 Tax-Free Income Fund 55,650,133
Balanced Fund 1,138,006 Money Market Fund 177,137,380 Minnesota Fund 17,244,809
</TABLE>
2
<PAGE>
SHARE OWNERSHIP
Except as set forth below, no person or entity, to the knowledge of Fund
management, beneficially owned more than 5% of the outstanding shares of any
Fund as of August 25, 2000. The following table sets forth certain share
ownership information (including the number of shares owned and the percentage
of total outstanding shares of the Funds such shares represented) with respect
to directors of the Funds, all officers and directors as a group, and persons
and entities known by the Funds to beneficially own more than 5% of any of the
Fund's outstanding shares as of August 25, 2000:
<TABLE>
<CAPTION>
NUMBER OF SHARES BENEFICIALLY OWNED
------------------------------------------------------------------------------------
LARGE CAP MID CAP SMALL CAP BALANCED
FUND FUND FUND FUND
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BENEFICIAL OWNERS
DIRECTORS: # % # % # % # %
----------
Eugene C. Sit 48,516 1.68 913,309 3.76 270,002 4.76 1,377 (a)
William E. Frenzel 10,383 (a) 13,749 (a) 9,777 (a) 0 -
John E. Hulse 14,494 (a) 49,292 (a) 12,766 (a) 0 -
Sidney L. Jones 2,111 (a) 6,951 (a) 2,195 (a) 0 -
Peter L. Mitchelson 3,451 (a) 25,420 (a) 13,024 (a) 0 -
Donald W. Phillips 0 - 10,477 (a) 14,724 (a) 0 -
ALL OFFICERS/DIRECTORS: 92,495 3.20 1,373,066 5.66 448,618 7.91 1,905 (a)
-----------------------
SIT INVESTMENT ASSOCIATES,
--------------------------
INC. & AFFILIATES: 510,138 17.66 2,947,515 12.14 619,323 10.92 147,014 12.92
------------------
(a) Less than 1%
OTHER 5% SHAREHOLDERS:
---------------------
Charles Schwab & Co. 277,595 9.61 2,678,645 11.04 1,749,784 30.84 218,594 19.21
Special Custody Acct
101 Montgomery Street
San Francisco, CA
National Financial Services
Corp. 608,657 10.73 128,675 11.31
FBO Customers
P.O. Box 3980
New York, NY
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF SHARES BENEFICIALLY OWNED
------------------------------------------------------------------------------------
SCIENCE AND INTERNATIONAL DEVELOPING MONEY MARKET
TECHNOLOGY FUND FUND MARKETS FUND FUND
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BENEFICIAL OWNERS
DIRECTORS: # % # % # % # %
----------
Eugene C. Sit 36,107 2.42 202,694 2.84 12,585 1.10 17,136 (a)
Michael C. Brilley n/a - n/a - n/a - 2,149 (a)
William E. Frenzel 11,559 (a) 17,937 (a) 1,050 (a) 0 -
John E. Hulse 14,518 (a) 19,185 (a) 0 - 1,060 (a)
Sidney L. Jones 0 - 0 - 0 - 18,876 (a)
Peter L. Mitchelson 0 - 8,013 (a) 0 - 0 -
Donald W. Phillips 0 - 7,438 (a) 0 - 0 -
ALL OFFICERS/DIRECTORS: 80,714 5.41 329,082 4.60 16,092 1.40 98,060 (a)
-----------------------
SIT INVESTMENT ASSOCIATES,
--------------------------
INC. & AFFILIATES: 205,392 13.77 1,135,926 15.89 170,485 14.84 114,178,039 64.46
------------------
(a) Less than 1%
OTHER 5% SHAREHOLDERS:
----------------------
Charles Schwab & Co. 654,037 9.15 431,626 37.56
Special Custody Acct
101 Montgomery Street
San Francisco, CA
J. Paul Getty Retirement Plan 359,530 5.03
Northern Trust Co., Trustee
P.O. Box 92956
Chicago, IL
National Financial Services
Corp. 83,480 7.26
FBO Customers
P.O. Box 3908
New York, NY
Metropolitan Sports Facilities 11,957,775 6.75
Commission
900 South 5th Street
Minneapolis, MN
State Street Corporation 1,259,644 17.62
FBO Northrup Grumman Corp.
1840 Century Park East
Los Angeles, CA
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF SHARES BENEFICIALLY OWNED
------------------------------------------------------------------------------------
GOVERNMENT BOND TAX-FREE MINNESOTA
FUND FUND FUND FUND
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BENEFICIAL OWNERS
DIRECTORS: # % # % # % # %
----------
Eugene C. Sit 14,035 (a) 9,572 (a) 338,844 (a) 174,700 1.01
Michael C. Brilley 0 - 0 - 1,900 (a) 722 (a)
William E. Frenzel 0 - 0 - 139,199 (a) 0 -
John E. Hulse 0 - 0 - 0 - 0 -
Sidney L. Jones 0 - 0 - 0 - 0 -
Peter L. Mitchelson 0 - 0 - 37,524 (a) 116,029 (a)
Donald W. Phillips 0 - 0 - 1,207 (a) 0 -
ALL OFFICERS/DIRECTORS: 23,924 (a) 9,572 (a) 560,065 1.01 363,033 2.11
-----------------------
SIT INVESTMENT ASSOCIATES,
--------------------------
INC. & AFFILIATES: 538,151 3.96 135,736 10.07 988,777 1.78 304,744 1.77
------------------
(a) Less than 1%
OTHER 5% SHAREHOLDERS:
----------------------
Charles Schwab & Co. 4,940,133 36.31 113,936 8.45 16,134,892 28.99 2,047,355 11.87
Special Custody Acct
101 Montgomery Street
San Francisco, CA
National Financial Services
Corp. 1,524,133 11.20 8,940,816 16.07
FBO Customers
P.O. Box 3908
Thomas Alan Nelson & 864,984 5.02
Patricia Anne Nelson JTWROS
4434 Victoria Street North
Shoreview, MN
S. Walter Richey 107,829 8.00
Northern Trust Customer IRA
P.O. Box 353
Amery, WI
Norwest Bank MN 371,109 27.53
FBO Victor C. Wallestad
Foundation, P.O. Box 1533
Minneapolis, MN
Frank R. Zimmerman 92,203 6.84
Northern Trust Customer IRA
4291 Maitland Road
Acme, MI
</TABLE>
5
<PAGE>
ANNUAL REPORTS OF THE FUNDS
The combined Annual Report of the Bond Funds, containing financial
statements for the fiscal year ended March 31, 2000 was mailed to shareholders
of the Bond Funds on approximately May 28, 2000. The combined Annual Report of
the Stock Funds, containing financial statements for the fiscal year ended June
30, 2000 was mailed to shareholders of the Stock Funds on approximately August
25, 2000. If you have not received a report for your Fund or would like to
receive another copy, please contact the Funds at 800-332-5580 or 612-334-5888
and one will be sent, without charge, by first class mail, within three business
days.
PROPOSAL 1
ELECTION OF DIRECTORS
It is intended that the enclosed Proxies will be voted for the election of
the persons named below as directors for the applicable Funds, or in the case of
the Series Funds, the applicable corporation, unless such authority has been
withheld in the respective Proxy. The term of office of each person elected to
be a Fund Director will be until the next regular or special meeting of the
shareholders at which election of directors is an agenda item and until his
successor is duly elected and shall qualify. Pertinent information regarding
each nominee is set forth below.
<TABLE>
<CAPTION>
NAME (AGE) AND PRINCIPAL OCCUPATION DURING PAST 5 YEARS
BUSINESS ADDRESS (IN ADDITION TO SERVING AS A DIRECTOR OF THE FUNDS)
---------------- ---------------------------------------------------
<S> <C>
DIRECTORS OF ALL FUNDS
----------------------
Eugene C. Sit, CFA (62) * Chairman, CEO and CIO of Sit Investment Associates, Inc., (the "Adviser");
4600 Wells Fargo Center Chairman, CEO and CIO of Sit/Kim International Investment Associates, Inc. (the
90 S. 7th Street "Sub-Adviser"); Chairman of the Sit Mutual Funds and Director of SIA Securities
Minneapolis, MN 55402 Corp. (the "Distributor").
William E. Frenzel (72) * Advisory Director of the Adviser; Director of the Sub-Adviser; Senior Visiting
6310 Stoneham Lane Scholar at The Brookings Institution; Former senior member of Congress and a
McLean, VA 22101 ranking member on the House Ways and Means Committee and Vice Chairman of
the House Budget Committee.
John E. Hulse (67) Trustee, Pacific Gas & Electric Nuclear Decommissioning Trust. Director, Vice
4303 Quail Run Lane Chairman and CFO at Pacific Telesis Group until June 1992.
Danville, CA 64506
Sidney L. Jones (66) Visiting Professor at Carleton College; Former Professor of Finance, University of
8505 Parliament Drive Michigan; Former Assistant Secretary for Economic Policy, United States
Potomac, MD 20854 Department of the Treasury.
Peter L. Mitchelson, CFA (59) * President and Director of the Adviser; Executive Vice President & Director
4600 Wells Fargo Center of Sub-Adviser; Vice Chairman of the Sit Mutual Funds; Director of the
90 S. 7th Street Distributor.
Minneapolis, MN 55402
Donald W. Phillips (52) President of Phillips Capital Management; President of Forstmann-Leff
10 S. Wacker Drive, Suite 2960 International, Inc. from 1977 until May 2000; Executive Vice President and
Chicago, IL 60606 Director of Equity Financial and Management Company until 1997; Chairman of
Equity Institutional Investors, Inc. until 1997.
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
DIRECTOR OF BOND FUNDS ONLY:
----------------------------
<S> <C>
Michael C. Brilley (55) * Senior Vice President of the Sit Bond Funds; Senior Vice President and Senior
4600 Wells Fargo Center Fixed Income Officer of the Adviser.
90 S. 7th Street
Minneapolis, MN 55402
DIRECTOR EMERITUS (not standing for election)
---------------------------------------------
Melvin C. Bahle (79) Financial consultant; Director and/or Officer of several companies, foundations
#1 Muirfield Lane and religious organizations.
St. Louis, MO 63141
</TABLE>
* Directors who are "interested persons" of the Funds, as defined under the
Investment Company Act of 1940, as amended. Each of said individuals are
interested persons because they are officers and/or shareholders, and in
certain instances, directors, of the Adviser and/or certain affiliates
thereof.
Mr. Phillips has been a director of the Large Cap Fund, Mid Cap Fund, U.S.
Government Fund, Tax-Free Income Fund, and Money Market Fund since 1990, the
International Fund since 1993, and since inception for all other Funds. Mr.
Frenzel has been a director of the Small Cap Fund, Balanced Fund, Developing
Markets Fund, International Fund, Bond Fund, and Minnesota Fund since inception
and since 1992 for all other Funds. Dr. Jones was a director of the Mid Cap
Fund, Large Cap Fund, U.S. Government Fund, Tax-Free Income Fund, and Money
Market Fund from October, 1988 to July, 1989, and effective January 20, 1993 was
reappointed to each Board, and has been a director of all other Funds since
inception. Mr. Hulse has been a director of each Fund since July 28, 1995. All
other directors have been directors since the inception of each applicable Fund.
None of the persons named as nominees are directors of reporting companies
except for the Funds. "Reporting companies" include companies with a class of
securities registered pursuant to Section 12 of the Securities Exchange Act of
1934 or subject to the requirements of Section 15(d) of such Act, or any company
registered as an investment company under the Investment Company Act of 1940, as
amended (the "1940 Act").
The Funds do not have standing audit or nominating committees of the Board
of Directors, or committees performing similar functions. There were four joint
meetings of the Funds' Boards of Directors during their fiscal years ended March
31, 2000 for the Bond Funds and June 30, 2000 for the Stock Funds. All of the
nominees attended all meetings. The following table sets forth the aggregate
compensation received by each Director for services provided to each Fund during
the most recently ended fiscal year of each Fund, as well as the total
compensation received by each Director for services provided to the thirteen
funds of the Sit Mutual Funds during such periods. Directors who are officers of
the Adviser or any of its affiliates did not receive any such compensation and
are not included in the table.
<TABLE>
<CAPTION>
Aggregate Pension or
Compensation For Retirement Benefits Estimated Total
Services Rendered Accrued As Part Annual Benefits Compensation From
Director to Each Fund of Fund Expenses Upon Retirement Fund Complex
------------ ---------------- -------------------- ------------------- -----------------
<S> <C> <C> <C> <C>
John E. Hulse $1,694 None None $22,019
William E. Frenzel 1,694 None None 22,019
Sidney L. Jones 1,694 None None 22,019
Donald W. Phillips 1,694 None None 22,019
</TABLE>
7
<PAGE>
Pursuant to the advisory agreement with each Fund, the Adviser pays all of
the Funds' expenses including the compensation and expenses of the Directors
(but excluding extraordinary expenses, interest, brokerage commissions, and
other transaction charges relating to investing activities).
By completing the Proxy, you give the proxy the right to vote for the
persons named in the table above. If you elect to withhold authority for any
individual nominee, you may do so by making an "X" in the box marked "FOR", and
by striking a line through such nominee's name on the Proxy, as further
explained on the Proxy itself.
All of the nominees have agreed to serve as Directors. If any unforeseen
event prevents one or more of the nominees from serving as a director, your
votes will be cast for the election of a substitute or substitutes selected by
the Board. In no event, however, can the Proxies be voted for a greater number
of persons than the number of nominees named. Unless otherwise instructed, the
proxies will vote for the election of each nominee to serve as a Director.
EACH FUND'S BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR THE
ELECTION OF THE PERSONS NAMED ABOVE AS DIRECTORS.
PROPOSAL 2
RATIFICATION OR REJECTION OF INDEPENDENT AUDITOR
The 1940 Act provides that every registered investment company shall be
audited at least once each year by independent auditors selected by a majority
of the directors of the investment company who are not interested persons of the
investment company. The 1940 Act requires that such selection be submitted for
ratification or rejection by the shareholders at their next meeting following
such selection.
At a meeting held on August 1, 2000, the directors of the Funds selected
KPMG LLP to be each Fund's independent auditor for the fiscal year ending March
31, 2001 for the Bond Funds and June 30, 2001 for the Stock Funds. Such firm has
served as each Fund's independent auditor since each such Fund's inception. KPMG
LLP has no material direct or indirect financial interest in any of the Funds,
other than the receipt of fees for services to the Funds.
Representatives of KPMG LLP are expected to be present at the meeting. Such
representatives will be given the opportunity to make statements to shareholders
if they so desire, and are expected to be available to respond to any questions
which may arise at the meeting.
By completing the Proxy, you give the proxy the right to vote for the
ratification of the selection of KPMG LLP as each Bond Fund's independent
auditor for the fiscal year ending March 31, 2001 and each Stock Fund's
independent auditor for the fiscal year ending June 30, 2001.
EACH FUND'S BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR
RATIFICATION OF THE SELECTION OF KPMG LLP AS EACH FUND'S INDEPENDENT AUDITOR.
EXECUTIVE OFFICERS OF THE FUNDS
Information about each executive officer's position and term of office
with the Funds and business experience during the past five years is set forth
below. Unless otherwise indicated, all positions have been held more than five
years. No executive officer receives any compensation from the Funds.
8
<PAGE>
<TABLE>
<CAPTION>
NAME AND (AGE) POSITION/TERM OF OFFICE BUSINESS EXPERIENCE DURING PAST FIVE YEARS
-------------- ----------------------- ------------------------------------------
<S> <C> <C>
Eugene C. Sit (62) Director and Chairman since See biographical information in Proposal One.
1982
Peter L. Mitchelson (59) Director and Vice Chairman See biographical information in Proposal One.
since 1982
Roger J. Sit (38) Executive Vice President since Executive Vice President of the Equity Funds, the
1998 Funds' Adviser and the Funds' Sub-Adviser; Prior
thereto, Equity Research Analyst for Goldman Sachs
& Company from 1991 to 1998.
Michael C. Brilley (55)(1) Director and Senior Vice See biographical information in Proposal One.
President since 1984
Erik S. Anderson (57)(2, 6) Vice President - Investments Equity research and portfolio management of the
since 1991 Funds' Adviser.
Bryce A. Doty (33)(4) Vice President - Investments Fixed-Income research and portfolio management of
since 1997 the Funds' Adviser.
Michael P. Eckert (45) Vice President - Institutional Mutual Fund sales for the Funds.
Client Group since 1989
Paul J. Jungquist (39)(5) Vice President - Investments Fixed-Income research and portfolio management of
since 1997 the Funds' Adviser.
Michael J. Radmer (55) Secretary since 1985 Partner, Dorsey & Whitney LLP, the Funds' General
Counsel.
Paul E. Rasmussen (39) Vice President and Treasurer Vice President and Treasurer; Vice President,
since 1994 Secretary, and Controller for the Funds' Adviser and
Sub-Adviser; President and Treasurer of the Funds'
Distributor
Carla J. Rose (34) Assistant Secretary since 1994 Vice President - Administration and Deputy
Controller of the Funds' Adviser
Shelley H. Shutes (43) Vice President - Shareholder Manager of shareholder services for the Funds.
Services since 2000
Debra A. Sit (40)(3) Vice President - Investments Fixed-Income research and portfolio management of
since 1991 and Assistant the Funds' Adviser.
Treasurer since 1984
Robert W. Sit (31)(6) Vice President since 1997 Equity research analyst of the Funds' Adviser.
Ronald D. Sit (41)(2) Vice President since 1991 Equity research and portfolio management of the
Funds' Adviser.
</TABLE>
9
<PAGE>
(1) Sit U.S. Government Securities Fund, Inc.; Sit Money Market Fund, Inc.; and
Sit Mutual Funds II, Inc. only.
(2) Sit Mid Cap Growth Fund, Inc.; Sit Large Cap Growth Fund, Inc. and Sit
Mutual Funds, Inc. only.
(3) Assistant Treasurer of all Funds, Vice President - Investments of Sit U.S.
Government Securities Fund, Inc.; Sit Money Market Fund, Inc. and Sit
Mutual Funds II, Inc. only.
(4) Sit U.S. Government Securities Fund, Inc.; Sit Balanced Fund and Sit Bond
Fund only.
(5) Sit Money Market Fund, Inc. only.
(6) Sit Science and Technology Growth Fund only.
SHAREHOLDER PROPOSALS FOR 2000 MEETING
No proposals were received from shareholders this year. Any shareholder
proposal for consideration at the 2001 annual meeting, which will be held in
October, 2001, must be received by the Funds in writing on or before June 1,
2001.
September 15, 2000
By Order of the Board of Directors,
/s/ Eugene C. Sit
Eugene C. Sit
Chairman
10
<PAGE>
PROXY
SIT MID CAP GROWTH FUND, INC.
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MID CAP
GROWTH FUND, INC.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Mid Cap Growth Fund,
Inc. (the "Fund"), held of record by the undersigned on August 25, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT LARGE CAP GROWTH FUND, INC.
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT LARGE
CAP GROWTH FUND, INC.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Large Cap Growth Fund,
Inc. (the "Fund"), held of record by the undersigned on August 25, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT INTERNATIONAL GROWTH FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS, INC., OF WHICH SIT INTERNATIONAL GROWTH FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit International Growth
Fund (the "Fund"), held of record by the undersigned on August 25, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT BALANCED FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS, INC., OF WHICH SIT BALANCED FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Balanced Fund (the
"Fund"), held of record by the undersigned on August 25, 2000, at the annual
meeting of shareholders of the Fund to be held on October 24, 2000 or any
adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT SMALL CAP GROWTH FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS, INC., OF WHICH SIT SMALL CAP GROWTH FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Small Cap Growth Fund
(the "Fund"), held of record by the undersigned on August 24, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT DEVELOPING MARKETS GROWTH FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS, INC., OF WHICH SIT DEVELOPING MARKETS GROWTH FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Developing Markets
Growth Fund (the "Fund"), held of record by the undersigned on August 24, 2000,
at the annual meeting of shareholders of the Fund to be held on October 24,
2000, or any adjournment or postponements thereof, with all powers the
undersigned would possess if present in person. All previous proxies given with
respect to the meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT U.S. GOVERNMENT SECURITIES FUND, INC.
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT U.S.
GOVERNMENT SECURITIES FUND, INC.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit U.S. Government
Securities Fund, Inc. (the "Fund"), held of record by the undersigned on August
25, 2000, at the annual meeting of shareholders of the Fund to be held on
October 24, 2000, or any adjournment or postponements thereof, with all powers
the undersigned would possess if present in person. All previous proxies given
with respect to the meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit Michael C. Brilley William E. Frenzel
John E. Hulse Sidney L. Jones Peter L. Mitchelson
Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending March 31, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT BOND FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS II, INC., OF WHICH SIT BOND FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Bond Fund (the "Fund"),
held of record by the undersigned on August 25, 2000, at the annual meeting of
shareholders of the Fund to be held on October 24, 2000, or any adjournment or
postponements thereof, with all powers the undersigned would possess if present
in person. All previous proxies given with respect to the meeting hereby are
revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit Michael C. Brilley William E. Frenzel
John E. Hulse Sidney L. Jones Peter L. Mitchelson
Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending March 31, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT TAX-FREE INCOME FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS II, INC., OF WHICH SIT TAX-FREE INCOME FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Tax-Free Income Fund
(the "Fund"), held of record by the undersigned on August 25, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit Michael C. Brilley William E. Frenzel
John E. Hulse Sidney L. Jones Peter L. Mitchelson
Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending March 31, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT MINNESOTA TAX-FREE INCOME FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS II, INC., OF WHICH SIT MINNESOTA TAX-FREE INCOME FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Minnesota Tax-Free
Income Fund (the "Fund"), held of record by the undersigned on August 25, 2000,
at the annual meeting of shareholders of the Fund to be held on October 24,
2000, or any adjournment or postponements thereof, with all powers the
undersigned would possess if present in person. All previous proxies given with
respect to the meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit Michael C. Brilley William E. Frenzel
John E. Hulse Sidney L. Jones Peter L. Mitchelson
Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending March 31, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT MONEY MARKET FUND, INC.
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MONEY
MARKET FUND, INC.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Money Market Fund, Inc.
(the "Fund"), held of record by the undersigned on August 25, 2000, at the
annual meeting of shareholders of the Fund to be held on October 24, 2000, or
any adjournment or postponements thereof, with all powers the undersigned would
possess if present in person. All previous proxies given with respect to the
meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit Michael C. Brilley William E. Frenzel
John E. Hulse Sidney L. Jones Peter L. Mitchelson
Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending March 31, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>
PROXY
SIT SCIENCE AND TECHNOLOGY GROWTH FUND
4600 WELLS FARGO CENTER
MINNEAPOLIS, MINNESOTA 55402
(612) 334-5888; (800) 332-5580
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SIT MUTUAL
FUNDS, INC., OF WHICH SIT SCIENCE AND TECHNOLOGY GROWTH FUND IS A SERIES.
The undersigned hereby appoints Eugene C. Sit, Peter L. Mitchelson,
Paul E. Rasmussen and Michael J. Radmer, and each of them, with power to act
without the other and with the right of substitution in each, as proxies of the
undersigned and hereby authorizes each of them to represent and to vote, as
designated below, all the shares of common stock of Sit Science and Technology
Growth Fund (the "Fund"), held of record by the undersigned on August 25, 2000,
at the annual meeting of shareholders of the Fund to be held on October 24,
2000, or any adjournment or postponements thereof, with all powers the
undersigned would possess if present in person. All previous proxies given with
respect to the meeting hereby are revoked.
THE PROXIES ARE INSTRUCTED TO VOTE AS FOLLOWS:
1. Election of Directors:
[ ] FOR all of the nominees listed below (EXCEPT AS MARKED TO THE CONTRARY
BELOW)
Eugene C. Sit William E. Frenzel John E. Hulse
Sidney L. Jones Peter L. Mitchelson Donald W. Phillips
[ ] WITHHOLD AUTHORITY TO VOTE FOR ALL NOMINEES LISTED BELOW.
INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, WRITE
THE NOMINEE'S NAME BELOW:
------------------------------------------------------------------------
2. Selection of KPMG LLP to serve as the Fund's independent auditors for the
fiscal year ending June 30, 2001.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1 AND 2 ABOVE. RECEIPT OF NOTICE OF MEETING AND THE PROXY
STATEMENT RELATING TO THE MEETING IS ACKNOWLEDGED BY YOUR EXECUTION OF THIS
PROXY.
PLEASE SIGN THIS PROXY EXACTLY AS YOUR NAME APPEARS BELOW. WHEN SHARES ARE HELD
BY JOINT TENANTS, BOTH SHOULD SIGN. WHEN SIGNING AS ATTORNEY, EXECUTOR,
ADMINISTRATOR, TRUSTEE OR GUARDIAN, PLEASE GIVE FULL TITLE AS SUCH. IF A
CORPORATION, PLEASE SIGN IN FULL CORPORATE NAME BY PRESIDENT OR OTHER AUTHORIZED
OFFICER. IF A PARTNERSHIP, PLEASE SIGN IN PARTNERSHIP NAME BY AUTHORIZED PERSON.
Dated: ____________________________, 2000
_________________________________________
Signature (and title if applicable)
_________________________________________
Signature if held jointly
TO SAVE FURTHER SOLICITATION EXPENSE, PLEASE MARK, SIGN, DATE AND RETURN THIS
PROXY CARD PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
