MERRILL LYNCH AMERICAS INCOME FUND INC
N-14/A, EX-17.D, 2000-07-12
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Exhibit (17)(d)

WORLDWIDE DOLLARVEST FUND, INC.
P.O. Box 9011
Princeton, New Jersey 08543-9011

PROXY

This proxy is solicited on behalf of the Board of Directors

     The undersigned hereby appoints Donald C. Burke, Terry K. Glenn and Robert Harris as proxies, each with the power to appoint his substitute, and hereby authorizes each of them to represent and to vote, as designated on the reverse hereof, all the shares of Common Stock of Worldwide DollarVest Fund, Inc. (the “Fund”) held of record by the undersigned on June 27, 2000 at the annual meeting of stockholders of the Fund to be held on August 23, 2000 or any adjournment thereof.

       This proxy when properly executed will be voted in the manner directed herein by the undersigned stockholder. If no direction is made, this proxy will be voted FOR Proposals 1, 2 and 3.

     By signing and dating the reverse side of this card, you authorize the proxies to vote each proposal as marked, or if not marked, to vote “FOR” each proposal, and to use their discretion to vote for any other matter as may properly come before the meeting or any adjournment thereof. If you do not intend to personally attend the meeting, please complete and return this card at once in the enclosed envelope.

(Continued and to be signed on the reverse side)

 
   


Please mark boxes |X| or |X| in blue or black ink.


1. To approve or disapprove an Agreement and Plan of Reorganization between the Fund and Merrill Lynch Americas Income Fund, Inc.

      FOR |   | AGAINST |   | ABSTAIN |   |

2.  ELECTION OF DIRECTORS

FOR all nominees listed below
(except as marked to the contrary below) |   |

WITHHOLD AUTHORITY
to vote for all nominees listed below |   |

(INSTRUCTION: To withhold authority to vote for any individual nominee, strike a line through the nominee’s name in the list below.)
Ronald W. Forbes, Terry K. Glenn, Cynthia A. Montgomery, Charles C. Reilly, Kevin A. Ryan, Roscoe S. Suddarth, Richard R. West, Arthur Zeikel and Edward D. Zinbarg

3. Proposal to ratify the selection of Deloitte & Touche LLP as the independent auditors of the Fund to serve for the current fiscal year.

      FOR |   | AGAINST |   | ABSTAIN |   |


4. In the discretion of such proxies, upon such other business as may properly come before the meeting or any adjournment thereof.

   

Please sign exactly as name appears hereon. When shares are held by joint tenants, both should sign. When signing as attorney or as 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

X_________________________________________________________
                     Signature

X_________________________________________________________
                     Signature, if held jointly


Sign, Date and Return the Proxy Card Promptly Using the Enclosed Envelope.

 
   




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