SCHEDULE 14A
(Rule 14a-101)
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
[ ] Definitive Proxy Statement (as permitted by Rule 14a-6(e)(2))
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
Independent Bank Corp.
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(Name of Registrant as Specified in Its Charter)
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(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)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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[ ] Fee paid previously with preliminary materials:
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[ ] 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:
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(2) Form, Schedule or Registration Statement no.:
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(3) Filing Party:
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(4) Date Filed:
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EXPLANATORY NOTE
This definitive additional material is being filed so the Schedule 14A
registration cover and proxy card can be added to the Edgar database.
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[X] PLEASE MARK VOTES |
AS IN THIS EXAMPLE |
<TABLE>
<S> <C> <C> <C> <C> <C>
- ------------------------------------- 1. Election of Directors.
INDEPENDENT BANK CORP. For All With- For All
- ------------------------------------- Nominees hold Except
W. Paul Clark
Mark box at right if an address change Robert L. Cushing [ ] [ ] [ ]
or comment has been noted on the Benjamin A. Gilmore, II
reverse side of this card. [ ] William J. Spence
NOTE: If you do not wish your shares voted "For" a
particular nominee, mark the "For All Except" box and strike
RECORDS DATE SHARES: a line through the name(s) of the nominee(s). Your shares
will be voted for the remaining nominee(s).
2. To consider and act upon any matters incidental to the
foregoing purposes or any of them, and any other
business which may properly come before the Annual
Meeting or any and all adjournments.
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Please be sure to sign and date this Proxy. | Date |
- ----------------------------------------------------------- NOTE: Please sign exactly as name appears hereon.
| | Joint owners should each sign. When signing as
| | attorney, executor, administrator, trustee or
| | guardian, please give full title as such.
- ---------Stockholder sign here-----Co-owner sign here------
DETACH CARD DETACH CARD
</TABLE>
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INDEPENDENT BANK CORP.
Dear Stockholder,
Please take note of the important information enclosed with this Proxy Ballot.
There are two issues related to the management and operation of your Company
that require your immediate attention and approval. These are discussed in
detail in the enclosed proxy materials.
Your vote counts, and you are strongly encouraged to exercise your right to vote
your shares.
Please mark the boxes on this proxy card to indicate how your shares will be
voted. Then sign the card, detach it and return your proxy vote in the enclosed
postage paid envelope.
Your vote must be received prior to the Annual Meeting of Stockholders, April 9,
1998.
Thank you in advance for your prompt consideration of these matters.
Sincerely,
Independent Bank Corp.
<PAGE>
INDEPENDENT BANK CORP.
The undersigned, having received a Notice of Meeting and Proxy Statement of the
Board of Directors dated March 9, 1998 (hereinafter the "Proxy Statement"),
hereby appoint(s) John P. Spence, Jr., Douglas H. Philipson and Linda Campion,
or any one or more of them attorneys or attorney of the undersigned (with full
power of substitution in them and in each of them), for and in the name(s) of
the Undersigned to attend the Annual Meeting of Stockholders of Independent Bank
Corp. to be held at the Plimoth Plantation, 137 Warren Avenue, Plymouth,
Massachusetts 02360 on Thursday, April 9, 1998 at 3:30 p.m. and any adjournment
or adjournments thereof, and there to vote and act in regard to all powers the
undersigned would possess, if personally present, and especially (but without
limiting the general authorization and power hereby given) to vote and act in
accordance with the instructions set forth on the reverse side hereof as
follows:
Attendance of the undersigned at said Annual Meeting or at any adjournments
thereof will not be deemed to revoke this proxy unless the undersigned shall,
prior to the vote, affirmatively indicate thereat to the clerk of the Company
his or her intention to vote said shares in person. If a fiduciary capacity is
attributed to the undersigned, this proxy is signed by the undersigned in that
capacity.
THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED BY THE
STOCKHOLDER. THE BOARD OF DIRECTORS RECOMMENDS THAT STOCKHOLDERS VOTE FOR
PROPOSAL 1 ON THE REVERSE SIDE HEREOF. IF NO INSTRUCTIONS ARE INDICATED, THE
UNDERSIGNED'S VOTE WILL BE CAST IN THE ELECTION OF THE DIRECTORS FOR THE
NOMINEES LISTED IN THE PROXY STATEMENT AND FOR EACH OF THE OTHER NOTICE ITEMS
SET FORTH BELOW AND DESCRIBED IN THE PROXY STATEMENT.
The undersigned hereby confer(s) upon said attorneys and proxies and each of
them, discretionary authority to vote (a) upon any other matters or proposals
not known at the time of solicitation of this proxy which may properly come
before the Annual Meeting, and (b) with respect to the selection of directors in
the event any nominee for director is unable to stand for election due to death,
incapacity or other unforeseen emergency.
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| PLEASE VOTE, DATE AND SIGN ON REVERSE SIDE AND |
| RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. |
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HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
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